Nightmares
by ShadowCell
Summary: An innocuous trip into the Everfree Forest for Twilight Sparkle quickly turns into much more, leaving our heroine caught between bloodthirsty monsters, an ancient conspiracy of evil, straining friendships, and the maddening effects of a certain blue unicorn...
1. Chapter 1: Nightmare Storm

Nightmares

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Disclaimer: _My Little Pony: Friendship is Magic_ is the property of Hasbro, DHX Media, and Lauren Faust, not me. I make no money off of this work. This is purely for entertainment purposes, and no copyright infringement is intended.

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Note: I should say up-front right now that this story was written pretty much exclusively before any information became available about season 3, so it probably won't fit into whatever appears in the latest episodes.

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Chapter 1: Nightmare Storm

—

Princess Celestia hated this room.

This room, with its high arches and long redwood table, was the War Room of the opulent castle of Canterlot—and as far as Celestia was concerned, it was just as well if she never had to open its gilded doors with the crossed spears overhead. It was where Equestria's soldiers would meet to plan their strategy, where they would brief her on threats at the kingdom's borders, where they would plan and prosecute the wars Equestria had waged in its long history. It had not been used for its intended purpose in some hundred years, a fact in which Celestia took considerable pride. And when it did have to be used, it meant something had gone dreadfully wrong in the Princess's plans.

Besides which, every room in Canterlot Castle had some memories wrapped up in them for the thousand-year-old monarch, and at her age memories tended to be a double-edged sword. But the blade that this room drew across her mind and heart was coated in a special poison. Not even she at whose merest command the sun rose and set was immune to _that_.

But such was the burden of leadership, and with a thousand years' worth of sitting on the throne alone, the Princess had learned well the art of locking emotions away and keeping memories at bay. And thus Princess Celestia stood at the head of the War Room, listening patiently as the officers of what passed for Equestria's army debated the matter before them. The pony in front of her was the mountain of muscle and willpower named Mountainhide, the earth pony that could probably kick the entire mountain on which Canterlot rested off its base if he so chose, and the commanding officer of the Equestrian military.

"If I may say so, Your Highness," Mountainhide rumbled, "I think we've let this _thing_ run loose long enough. We're fortunate it hasn't killed anyone. _Yet_."

General Mountainhide had a way of shutting up pretty much anyone he wanted, but only the Princess could get away with the look of gentle reproach she spared him. "With all due respect, general," she answered, "a Nightmare is not a _thing_. It's a pony—a pony that was once the same as anyone else in our kingdom."

"But Your Highness," sputtered a snow-white pegasus, "a Nightmare is by definition—"

"_Do not assume that we are unaware of the nature of our foe!_"

Celestia winced and waited for the walls to stop vibrating. Progress on _that_ end, unfortunately, was still spotty.

She glanced towards her side, where Princess Luna was beginning to realize that she'd used the traditional royal full-volume blast again, and just about bowled over every pony in the room except the living building that was General Mountainhide—and even he looked a bit ruffled by the lunar princess's wall of sound. Well, at least she was learning.

"As my sister said," Celestia continued, as the mere mortals recovered, "we know what a Nightmare is. Which is precisely why I ask you to exercise such restraint. But," she turned and took in the rest of the room with a sweep of her wings, "at the same time, we must not allow this Nightmare to harm anyone else."

"With respect, Your Highness," Mountainhide spoke up, "that is why I've pressed for a full sweep with the entire Royal Guard. The Nightmare's lair is somewhere down there, and judging by the locations of its attacks, it knows the catacombs and canals very well."

Celestia frowned. Mountainhide was right—but only to a point. He would send in the Royal Guard, as was his duty and as he was trained to do, but they did not quite appreciate the power they were up against. The last Nightmare had prowled Equestria's shadows when Mountainhide himself had been but a foal. None of them understood their opponent like Celestia.

And, she added bitterly, like Luna.

As though bidden by her sister's thoughts, the Princess of the Night stepped forward and pointedly ignored the way the officers all braced themselves for another arctic blast of sound. "We are more than capable of dealing with the Nightmare, Sir General," she said. "But thy soldiers, constituted as they are of mortal flesh and blood, would stand at a serious disadvantage against this sinister shade. Lest we remind thou of the many injured warriors of your ranks..."

Mountainhide did not appear to be amused. "I assure you, Your Highness, that my troops are up to this task—"

"And we do not doubt them for an instant," Celestia interrupted, with firm glances towards the both of them, "but I am not going to send you or your troops to fight a creature against which they would stand so poor a chance. A Nightmare is simply too powerful." She straightened up and took in the entire room once more. "Although it pains me to say this to a meeting of fine and diligent officers, this is not a battle that you can fight for us. We, as the royal sisters of Equestria, must deal with this ourselves. Either one of us can handle this Nightmare, and together—" she spared a quick and tender glance towards her sister— "together, nothing at all can stand against us."

"Be that as it may, Your Highness," Mountainhide answered, "we of the Royal Guard would be shirking our responsibility not to accompany you into battle against this...creature." He paused. "I think it is safe to say, Your Highness, that our strategy of containing the Nightmare until it comes back to its senses has failed."

Celestia and Luna shared a knowing look, and Celestia tried not to sigh. Mountainhide had not been happy that so many of his troops had been put under Shining Armor's command for security during last month's wedding, and evidently even the good general had a streak of passive-aggression. Nor did it seem to help that the good general's troops had not proven terribly effective against an army of Changelings, armed with the element of surprise. The general was obviously itching for a chance to restore the Royal Guard's honor.

"It is agreed that we can no longer allow the Nightmare to prowl the lands at will," Luna declared, although at least she'd remembered to turn down the volume, "and thy troops will be necessary in the execution of our strategy."

That would keep Mountainhide happy, or at least whatever approximated happiness in his ironclad little heart. Celestia stepped forward to speak again—

The doors slammed open, all eyes turned, and three pegasi in the golden armor of the Royal Guard staggered into the War Room. The officers converged in a storm of intended disciplinary action on a young lieutenant and his two wing mates—and Celestia tried not to cringe at the sight of them. They were covered in bruises and scrapes, blood smeared over their hides, their armor cracked and broken, all of them breathless and trembling.

General Mountainhide cleared a path to the three winded soldiers with an imperious stamp of hooves. "Lieutenant!" he roared. "What is the meaning of this—"

At once, Celestia nudged him aside as the pegasus struggled to stand at attention. "I'll handle this, general," she said, and turned soothingly towards the exhausted stallion. "What's the matter, lieutenant?"

"A...a thousand apologies, Your Highness," the pegasus gasped, "but...we were on patrol...over Everfree..." He shook his head and swayed; Celestia nodded to two of the officers, who stepped up next to him to help him stay on his feet. "We were attacked..."

"By what?"

"By...some kind...some kind of unicorn..."

The room went silent, and Celestia felt a chill wash over her. She glanced back again at Luna—and the lunar princess looked even more dismayed than before. "A unicorn...?"

"It was black and blue," the lieutenant went on, "and...it had this mane like...smoke or something." He bowed his head in shame. "It hit us with...some kind of magic, and...all we could do was escape..."

Mountainhide looked grimly towards the two princesses. "The one we've been chasing has a fiery mane," he said. "Highnesses, there's a second Nightmare on the loose."

The princesses silently took in the thunderstruck looks of the officers around them. One Nightmare's power had been disturbing enough, but two?

"Lieutenant," Celestia said, looking down gently towards the wavering pegasus, "you said this was in the Everfree Forest?"

"Y-Yes, Your Highness..."

"General," she turned towards Mountainhide, "triple the patrols. Pegasi over Everfree and unicorns in the catacombs at Canterlot. Our plan is going to need some rearranging. And," she nodded to the lieutenant and his two ragged wing mates, "see to it that they are cared for."

Mountainhide bowed his head. "It will be done, Your Highness."

As the soldiers began to carry out their orders, Celestia turned towards her sister, her expression grim. "Two Nightmares..."

Luna gave her sister a puzzled look. "Has that ever happened before, sister?"

"On only the rarest of occasions." Celestia shook her head. "The one under Canterlot will have to be dealt with first. It's the more urgent threat. Hopefully the one in Everfree will stay there for the time being," her stomach turned at the thought of the little town that lay just outside that den of horrors, "and everypony else will stay _out_."

—

"So let me get this straight. You were trying to get your 'dragon slayer' cutie marks."

"Uh huh."

"So you decided to practice on Spike first."

"Uh huh."

"And he hid in the oven at Sugarcube Corner."

"Uh huh."

"Which Pinkie Pie didn't know when she turned it on to bake her 'Every Fruit in the Universe' pie."

"Uh huh."

"So how did you three _still_ manage to get covered in tree sap?"

The question hung in the air not unlike the way Twilight Sparkle had found Applebloom in Sugarcube Corner's kitchen. A panicking Pinkie Pie had brought her there to find Spike nearly baked to a golden brown crust, Scootaloo and Sweetie Belle stuck together, and Applebloom somehow suspended from the ceiling by a massive glob of tree sap. Pinkie had feared that she'd turned Spike into some kind of giant muffin, and although Spike was in a distinctly non-muffin-like state, she had been nearly inconsolable.

The Cutie Mark Crusaders glanced at each other in Pinkie's bathtub and tried to think of an explanation. "Pinkie had a big tub of tree sap lying out," ventured Sweetie Belle.

The introduction of Pinkie Pie into a chain of reasoning tended to bring any sort of logical endeavor to a screeching halt, so Twilight merely sighed and lifted a brush over to the still-sticky fillies. Spike was lucky he was covered in scales that could stop arrows and had managed to escape before being completely cooked, but not before his exterior had been baked to a delightful golden crisp. And Pinkie's "every fruit ever made under the sun for ever and all time" pie experiment would have to be postponed.

"Well, you three are no strangers to being covered in tree sap," Twilight sighed, "so I'll just let you get to work, and Gummy can keep you company."

The Cutie Mark Crusaders stared at Gummy, perched as he was on the rim of the tub. Applebloom grinned excitedly.

"Hey, ah bet Gummy could help us get our starin' contest cutie marks!"

Scootaloo and Sweetie Belle broke into grins of their own. Gummy blinked back at them. The game was on. Twilight smiled triumphantly and made her escape. Once again, Pinkie Pie's madness had found a useful tertiary effect.

Other than another unsuccessful Cutie Mark Crusade, it had been a pretty good day, and as she gathered her saddlebags and tried to avoid the horrifying abomination of fruit that Pinkie had forged in a huge bowl in her kitchen, Twilight Sparkle was determined to make the most of the attending night as well. After all, learning never ceased when the sun set and the moon ascended, and if there was learning to do, Twilight Sparkle was going to do it.

"Oh hey Twilight!" Pinkie Pie's preternaturally bubbly voice went plowing through her thoughts. "Did you see the new pie I'm making? I managed to put every single kind of fruit that exists in the _entire world_ in it!"

Twilight regarded the whole thing nervously. "Pinkie, I think some of those are vegetables."

"Oh, Twilight, vegetables is just a fancy word for 'differently yummy'!" She eagerly held up the bowl, and as Twilight glanced through its smashed contents, she began to suspect that Pinkie had in fact literally combed the entire universe for kinds of fruit to put in there. "It's going to taste like _everything!_ Which is weird because if it tastes like everything it won't taste like anything so it would be like eating a giant piece of paper, which is weird because I did that once and—"

"I'm, uh, sure this is going to be great," Twilight stammered, "but I've really gotta get going, see you later!"

And in a burst of sparks, Twilight was gone.

Pinkie huffed and swung back towards the oven. Twilight would see. They would all see.

—

The purple unicorn reappeared safely outside Sugarcube Corner and made a swift escape.

It wasn't, of course, that Twilight had meant to ditch Pinkie. Far from it. It was just that tonight was a very special night—the first day, or rather first night, of Moonbell Season. The Nightblooming Moonbell was one of the rarest flowers in Equestria, making its home only in the dark and murky depths of the Everfree Forest. Everfree was home to all sorts of flowers, of course, but never before had Twilight Sparkle ever encountered a Moonbell. It was said to only open its petals at night, supposedly to take its sustenance from the Moon itself. They were Luna's flowers, the moonlight's watchful companions, and Twilight simply _had_ to study one. Only her abridged and highly annotated fifth edition copy of _Everfree's Exceptionally Esoteric and Exotic Efflorescence _had mentioned this mysterious bloom in a scientific context. Everything else was myth, fable, and the enduring cultural image of the Moonbell as a symbol for lovers.

Lovers. Twilight narrowed her eyes as she trotted back to the library. That thought had entered her mind quite often of late.

And, of course, it was entirely silly. Twilight Sparkle had come to Ponyville on the Princess's orders because she needed friends, and needed friendship to properly wield the Elements of Harmony. And all that was well and good. And here she was continuing her study of friendship—a study that got more complex by the day and from which her rational, calculating mind was having increasing difficulty distancing itself—but that didn't mean she needed to go _further_.

And that, she knew, was the real purpose of this little sojourn. All these silly thoughts about the magic of love and the importance of love and the _feeling_ needed to be dealt with by some good hard science. And no science was harder than slogging through the Everfree Forest at night looking for a flower in bloom.

Twilight ducked into the library and regarded the still mildly crispy Spike with a grin. "Feeling better yet?"

Spike stared back in something that seemed like annoyance. "You think this is funny, Twilight, but it's not."

"I'd never," Twilight scoffed, and promptly lifted her saddlebags over to herself. She cringed as Spike picked off a blackened scale from his shoulder. "Um, are you gonna be alright to watch everything while I'm gone?"

"Yeah, sure," Spike sighed, "but I still say this is a bad idea. Why can't you go look for the flower during the day?"

"Spike! You can't look for a nightblooming flower during the day! It blooms at night! That's why they call it 'nightblooming'!" She shook her head; basic botany was just _lost_ on so many ponies.

"But it's the _Everfree Forest,_" Spike protested. "Remember the last time you went in there alone? The cockatrice?"

Twilight frowned. That had not been fun, no. "Well, last time I was alone, but this time I'll have Zecora with me," she said. "We're just picking flowers, Spike. Relax."

Spike crossed his arms, then blinked, then yanked out another fried scale and tossed it aside. "If you come back as a lawn ornament, don't say I didn't warn you."

"Well, suit yourself. See you later!"

Another flash of sparks heralded the departure of Twilight Sparkle, who promptly reappeared on the library's doorstep—and right in front of a surprised-looking Applejack.

"Oh, hi Applejack!" Twilight chirped. "What brings you here?"

"Well," she gestured to the empty apple cart attached to her saddle, "ah _was_ takin' the cart back in, before ya went 'n zapped yerself into my path. Where ya off to at this hour anyway?"

"The Everfree Forest," Twilight answered immediately—and just as immediately regretted it.

The stern look of disapproval raced across Applejack's features. "Heaven's sake, Twi, are you nuts? What are you doin' goin' into Everfree at _night?_"

Twilight groaned. "The Nightblooming Moonbell only blooms at night! You can't go look for it during the day, it'll just be a little green bulb that you can't differentiate from all the other little green bulbs, and then I'll never find it!" She shook her head vehemently. "It's important!"

"Twi—"

"The Nightblooming Moonbell is one of the rarest flowers in Equestria—"

"_Twi_—_"_

"Its medicinal value alone could keep an entire university occupied for years! The mechanism of its nightblooming nature could yield completely new innovations in agriculture! We could learn so much about the properties of moonlight! It could—"

"_TWI!_"

All was silent as Twilight's ears rang. "Um, yes Applejack?"

Applejack unhooked herself from her cart and threw an arm around her friend's shoulders. "Twi, we gotta talk. Runnin' off into Everfree at night is just the last dang straw. But this ain't the first time you've been goin' off doin' somethin' jus' plum crazy."

"Wh-What do you mean?"

"Well, remember that time ya wanted to study a cockatrice egg?"

Twilight pawed at the ground. "An important investigation into cockatrice reproductive habits."

"An' the time ya tried to get manticore venom, straight from the tap?"

"The psychoactive properties are largely unknown!"

"An' the hang-glidin' experiment with Rainbow Dash?"

"But..." Twilight thought back to her absolutely terrifying trip over Equestria, in which her attempts at studying wind resistance had transformed into attempts not to be transformed into a crater. "Okay, that _was_ pretty crazy. But still! I'm hardly being crazy _all_ the time, Applejack, and my research sometimes requires me to step out of my comfort zone—"

"Research ain't the problem, sugarcube," Applejack said. "You're bein' reckless."

"Reckless, Applejack, please," Twilight laughed, and gently extricated herself from her friend's grip, "I know what I'm doing. I'll be with Zecora the whole time. We're just going to find some Moonbells and I'll come home. I'll be back before you know it!"

Applejack frowned. "That's what ya said when ya tried to get the manticore venom."

"Well in my defense, I wasn't expecting Pinkie Pie to go waking it up."

"But that's just it, sugarcube. You're takin' crazy risks, and that ain't like you. You've always been all organized an' sensible. So," she tapped a hoof on Twilight's chest, "what's goin' on with ya, Twi? An' don't try lyin' to me, ah got that fancy necklace to prove it ain't gonna work."

Twilight cringed. Sometimes being friends with the embodiment of Honesty itself had its downsides. "Look," she said, "I know you're worried and all, but you have to trust me, y'know? I know what I'm doing. I'll be with Zecora. Between the two of us, we can handle whatever Everfree tries to throw at us, and I won't even be gone that long. Okay?" She put her hooves on Applejack's shoulders. "I'll be okay. I promise."

Applejack stared back for a second and finally let out a defeated sigh. "If ya say so, sugarcube," she said, "but somethin's eatin' at ya, ah can tell. And ah don't want ya thinkin' ya can't talk to me about it."

"And that's why you're such a great friend!" Twilight chirped. They shared a quick nuzzle and the purple unicorn promptly made tracks for the Everfree Forest. "See you later, AJ!"

Left behind, Applejack watched her friend dash off into not exactly certain but unnervingly possible doom. "Girl's gone nuts if ya ask me," she sighed, and turned back towards her cart.

—

Leave it to Applejack to smash her way to the core of the matter with all the subtlety of a freight train.

The iron walls of stubbornness had deflected the undaunted will of a tired Applejack at the end of a long day for the time being, but inside the metaphorical fortress paced a rattled Twilight Sparkle. As she trotted down the path into the Everfree Forest, her thoughts were anywhere but on her botanical expedition with Zecora. That cultural symbolism that associated the Nightblooming Moonbell with lovers would not leave her head, and neither would Applejack's claim that she had gotten "reckless"—as if she was trying to distract herself from something. And the trouble with being a genius is that you were usually too smart to actually successfully deceive yourself.

With only a hint of annoyance, she mused that this was probably all her brother's fault. She'd read before about how attending weddings stirred up romantic longings in ponies that weren't already..._attached_. All that imagery about everlasting love and happiness surely must have had _some_ effect on her. Obviously there was some psychological trickery going on here.

Which was great to know, but knowing it didn't make it go away.

Twilight heaved a sigh as she settled onto the familiar path through the trees towards Zecora's hut. The forest was unusually foggy tonight, but as long as she stayed on the path there would be no problems. At least, none of the typical Everfree variety. The ones swirling around in her head were another story.

It was all just so silly. What did Twilight Sparkle need romance for? She had friends, and that had been enough of a shock to her system—and since she still so often had cause to send off another friendship report to Princess Celestia, she had obviously not yet found the limits of what friendship had to teach her.

But romance wasn't the same as friendship. There were things you could tell a lover that you could never tell your friends. There was a connection, the one she'd seen between her brother and Cadence, something special and powerful all the same, when it was done right. And..."curious" was not the right word to describe how she felt about that. It was some murky, indistinct longing to experience that for herself—layered over by the typical academic desire to know what it was, what constituted it, what it could do, what it meant. Friends were forever and she knew the bond between herself and the other bearers of the Elements was pretty well unbreakable—not even Discord could stand between them for long—but what Shining Armor and Cadence had was something different. Somepony they could share their lives with. And Twilight Sparkle wanted that.

The books in her library had been of little help. Most of them focused on the practical aspects of wooing a mate, and Twilight's concerns were more...existential. Nor had her friends' experience been of much help. Spike had his adorably hopeless crush on Rarity, which Twilight figured was not much of a model for her own romantic pursuits, and the rest of her friends didn't seem to be very interested in the dating scene at all. And...well, there was Lyra and Bonbon, but even Twilight could tell that their relationship was what the statisticians called an "outlier."

And the other books, the trashy romance novels of which Rarity was far too fond, made it all seem so dramatic. Twilight was no stranger to drama, but lost loves, old flames, interlopers, suicide pacts, star-crossed lovers...well, none of that was what Shining Armor and Cadence had, and it certainly wasn't what Twilight wanted. Somepony who shared her love of magic and learning, who fit with her perfectly...that was how it was supposed to work, right? That's how Shining Armor and Cadence worked. Heck, that's even how Lyra and Bonbon worked, in their own indescribably weird way. Shouldn't that be how it worked for her?

Twilight Sparkle, however, was _far_ too smart to get lost in goofy little fantasies about the perfect mate. After all, no one in Ponyville quite appreciated magic, research, and academia the way she did. And that was important if she was going to go falling in love with anyone. Magic and research were her life, and if she was going to go sharing her life with anypony, they would have to appreciate that and reciprocate.

But did that mean she would have to be alone?

Twilight blinked as the word brought her back to her senses—and suddenly, "alone" was even more appropriate. The fog had gotten impenetrably thick. She could hardly see a few steps ahead. And what little she could see of the path before her did not look at all familiar. Was she...lost?

Ridiculous. She couldn't be lost. The path from outside Everfree to Zecora's hut was a straight shot, and she certainly would've seen the poison joke to let her know where she was. Partially reassured, she lit up her horn and started back ahead, under the gentle light of an illumination spell to try to pierce the fog.

A howl pierced the still night air and sent Twilight skittering for cover. Her gaze shot around the forest, only to find that the fog was getting denser—and ramping up the brightness of her spell was making little difference. Applejack's misgivings came back to her with a stab of guilt—but then, how was she supposed to know this crazy fog was going to set in? What _was_ it anyway?

Twilight let out a breath and got back to her feet. _Alright, just keep going,_ she told herself, _you never made any turns back there, just get to Zecora's place and_—

"Little fillies shouldn't go wandering alone in the woods."

Twilight whirled around in terror, only to find nothing but fog. That echoing voice lilting out of the haze had a chord of familiarity to it, but only under the harsh tones of malice that she had heard all too many times before. Nightmare Moon, Discord, Chrysalis...something was out there, something sinister, yet something she had never seen before.

"Who are you?!" she demanded.

The fog only laughed. Twilight turned back around and broke into a brisk trot. Threatening voices in the fog was a new trick for the Everfree Forest, but she was Twilight Sparkle, bearer of the Element of Magic, and—

"And where do you think _you're_ going?"

Twilight's eyes shot to her right and she dove forward, just as a tree to the right snapped in two and came crashing down behind her. She yelped in surprise and ducked to the left to avoid another tree, and then another—and then she whirled around, a blazing ball of light on the tip of her horn to pierce the veil...only to find nothing.

"Where are you?!" she yelled. "What do you want?!" She turned around again and saw only more fog. "I'm warning you! You don't know who you're messing with!"

The voice laughed. Twilight turned around again—and then the fog before her parted and she stumbled into a clearing in the woods, framed with gnarled branches, surrounded on all sides by a dense haze, and occupied in the middle by the familiar shape of a pony.

Twilight frowned as the fog closed back in behind her. This was no ordinary pony. A unicorn the size of a grown mare in glossy purple armor and a tattered purple cape, a midnight black hide, a bright blue lightning bolt for a cutie mark, a mane made of nothing but wispy, swirling gray smoke...and then there were those eyes. Those telltale green reptilian eyes. Twilight's mind flashed back to the last pony's face she'd seen with eyes like those—the face of Nightmare Moon.

"I assure you, Twilight Sparkle," the mare in the clearing said with a wicked grin, "I most certainly do."

"Who are you?! Answer me!"

The mare threw back her head and laughed. "I've been waiting for this moment for a long time, little foal!" The ground began to shake; Twilight hunched down defensively as the forest floor quaked around her, and she backed away as the mare's horn flickered with bright blue light and violent surges of electricity. "Who am I?" the mare cackled. "I suppose it's only fair to let you know." The electricity lashed out from the mare's sparkling horn. Something flickered off to the right in Twilight's peripheral vision—and she turned around just in time to see a fallen log come streaking towards her. A blade of blue light flashed into existence, cut through the log, and vanished—and then the flying timber snapped open, neatly sliced into a claw, and slammed Twilight into the sturdy bole of another tree.

"What is this?!" she demanded, and struggled against the wooden claw. No good, it had jammed itself too far into the other tree's bark...

"You could call me one of your more careless creations," the mare chuckled, and stepped menacingly towards the trapped unicorn, blue sparks of magic dancing in the air around them both. "A consequence of trifling with somepony you shouldn't have."

Twilight glared back. "That's not answering my question!"

"Very well, then." The claw closed in tighter; Twilight ground her teeth as she searched for a way out. Maybe the impulse spell, or— "I'm not the pony you used to know," the mare said with a grin. "Not anymore. I've ascended beyond that."

"Who _were_ you?!" Twilight demanded. "What's going on?! Why are you—"

"Now," the mare said, "I am Nightmare Storm!"

Twilight cringed. Nightmares. She'd heard about those...

"And with introductions out of the way," Nightmare Storm purred, and then another piece of fallen timber rose into view, glittering with the black unicorn's magic. Another blade of blue energy appeared and sharpened the timber down to a razor-sharp edge. Nightmare Storm turned her eyes back towards Twilight with a wicked smile. "I would hate to waste our time out here, Twilight Sparkle."

"Um...can't we talk about this?" Twilight said with a nervous smile.

Nightmare Storm's eyes flickered with rage and the blade came swinging down. Twilight's eyes went wide and her horn flashed to life—

And then, just before the blade reached her, Twilight disappeared in a flash of pink light, and the blade embedded itself in the tree instead. Nightmare Storm whirled around in fury—just in time for a bolt of magic to slam into her side and send her tumbling back into another unyielding tree trunk. She jumped back to her feet and scowled back at the purple unicorn, free of the claw.

"I see you're going to make this difficult," Nightmare Storm snarled, and blew an angry breath out her nostrils.

"I didn't come out here looking for a fight," Twilight started.

"Too bad! The fight found you!"

Four more logs jumped up into the air; the blue magic set to work and filed the ends down to sharp points in moments. Twilight gulped again and readied herself for another spell. The sharpened logs took off in a blur; Twilight ducked under one and hopped over the other, then dove to the side as the third went slicing by her. She whirled around on her back as the fourth came driving down towards her head—and then she jumped back up and blasted it out of the air with a bolt of magic.

"Sit still!" cried Nightmare Storm, as the other three spikes came whirling around. Twilight jumped away and skidded to a halt next to another fallen branch—and with a flash of magic, she flung the branch up to swat one of the spikes out of the air and smash it to pieces.

Nightmare Storm herself charged forward with a crackling bolt of blue magic. Twilight threw herself to the ground and rolled away; Nightmare Storm lurched down towards her, hooves raised. Twilight kicked upwards and caught her foe in the chest, sending the black unicorn tumbling backwards. She jumped back to her feet and hunched down into a defensive stance—but then she yelped in surprise and backed up as Nightmare Storm came charging back towards her again, and the two ponies locked horns, glowering into each other's eyes.

"I don't know who you are," Twilight grunted, and she dug in her hooves as the bigger mare pushed her down, "but if you think you can just pop up out of nowhere and hurt me—"

"I have waited far too long for you to go screwing this up!" snarled Nightmare Storm, and she sent Twilight skidding backward with a hard shove. "I did not spend all those months rotting out here, developing these powers, turning myself into something _more_ than you—" the black unicorn's horn lit up and a stream of blue magic bolts blasted out, sending Twilight scrambling for safety— "for you to _stop me now!_" Nightmare Storm took off at a gallop after the retreating Twilight, horn flaring. "You are no longer more powerful than me! Everything has changed! Now get back here and _die!_"

Twilight dove into the fog and charged forward. _I can't just run like this forever! Think think think think—_

She lurched to a stop with a yelp and threw herself to the ground, just in time for a flickering blade of blue energy to sweep by overhead.

"_Hold still!_" roared Nightmare Storm, and she drove her horn forward, towards Twilight's heart—

Reflex took over as Twilight rolled away and bucked back, smacking Nightmare Storm in the chin and sending the bigger pony staggering back in a daze. Twilight took the chance to leap back to her hooves and lunge back into the fog—but the blue blasts of magic followed, and Twilight ground her teeth in frustration. Nothing was stopping that crazy pony...!

She turned around again, another blast on the tip of her horn—but then she screamed in surprise and threw her head down, just as those two sharpened logs went flying by.

"Oh right, forgot about those..."

Nightmare Storm parted the fog with a furious snort and dug her hooves into the ground. "Very clever, little foal, but I can do this all night."

Twilight scowled back and willed herself to be calm. "Sooner or later somepony will find us, and it won't be good news for you."

"Let them," scoffed Nightmare Storm. "I will kill them, the same as you!"

Twilight tensed and jumped to the side as the spikes came flying back at her. They abruptly veered up into the sky, to come spiraling back down towards her. Twilight's eyes flicked back towards Nightmare Storm, a vicious grin on her face—

And then, with a brilliant burst of pink light, Twilight sent up a shimmering magical barrier over her head—just in time for the two spikes to slam down into it and shatter into useless splinters. Nightmare Storm snarled in rage and lunged towards the purple unicorn; Twilight vanished again and reappeared behind her relentless foe. She ducked back into the fog—and Nightmare Storm's fusillade of magic blasts followed with a wordless scream from the black mare.

"Don't think the forest will hide you!" Nightmare Storm cried.

"Okay, seriously, why are you doing this?!" Twilight screamed back. She turned around to face her attacker—and then ducked to the left as another blast went searing by her and snapped a tree behind her in two. "What did I do?!"

The black unicorn charged forward with a wordless growl. Twilight teleported again and turned around to run away—but then yet another fallen branch came flying up to catch her in the chest and pin her against another tree trunk. Nightmare Storm landed before her with a crash, horn sparking with menacing light—

"_Oh no ya don't!_"

Nightmare Storm hardly had time to blink before an orange blur slammed into her from her left and sent her tumbling away to disappear down an incline.

"Applejack!" Twilight exclaimed. "Am I glad to see you!"

Applejack tossed away the branches around her friend. "Yeah, savin' the day, ah know, now who's yer friend?"

"I don't know! She just—and I—how did you find me, anyways?"

Applejack glanced down the incline, where there was no sign of the larger unicorn. "You've been puttin' on a light show with this little...whatever ya got goin' on here. Saw it all the way from the farm. Now come on, let's get outta here 'fore yer dance partner there comes back."

The two ponies turned around—and there was Nightmare Storm, eyes blazing with utter fury. "Wonderful," the black unicorn sneered, "you brought a friend."

Applejack and Twilight backed away, crouching into defensive stances. "An' just who the hay are you?" Applejack shot back.

Nightmare Storm flung up a storm of fallen branches and charged forward. The two ponies leapt apart and Applejack let loose a strong kick with her back legs; Nightmare Storm ducked under it, seized her tail with a tendril of magic, and flung her towards Twilight. The purple unicorn yelped in surprise, her own horn lit up, and a soft pink glow surrounded Applejack and set her back on her hooves.

"Alright, what the _hay_ is this all about?!" Applejack snapped—and then she threw herself back on the ground as another shimmering bolt of blue magic flashed by overhead and wiped out another tree.

"Some dimwitted farm dullard is not going to keep me from my victory!" Nightmare Storm screamed and barreled towards Applejack again, horn throwing sparks. Twilight leapt in front of her friend and they both vanished in a burst of pink light, reappearing again behind another, much larger tree.

"'Dimwitted'...okay Twi, do you owe this mare money or somethin', 'cuz this is not what ah was expectin' when ah came out here," Applejack whispered. "What's goin' on?"

Twilight glanced nervously around the tree trunk. "I don't know! She just showed up out of nowhere rambling about how she's been waiting for this and next thing I know she's trying to kill me! But," she checked again for any signs of their armored foe, "maybe we can get away—"

"_Not likely!_"

The tree behind the two ponies suddenly rattled. Applejack and Twilight jumped away, just in time for the entire thing to glow blue and lurch out of the ground, roots and all—and underneath it, horn glittering with light, stood a furious Nightmare Storm.

"I have _had it!_" the black mare screamed, and the tree hovered menacingly over the two ponies. "I have spent _months_ out here honing these abilities! The power of a Nightmare is far beyond the puny abilities of some ordinary unicorn! I will not be denied—"

"Oh, quit yer yappin'!" Applejack shot back—and with that, she tossed a rock into the air, whirled around, and bucked it straight at Nightmare Storm's head. The black unicorn ducked down to avoid it; Twilight seized the chance to launch a blast of pink magic up into the tree and blow it to pieces. The wooden splinters rained down around the three ponies, and under the hail of shrapnel, Applejack threw herself forward and rammed Nightmare Storm in the shoulder. "Twi, ah'll keep her busy! Do somethin' brilliant!"

Twilight cringed as she watched Applejack and Nightmare Storm go tumbling away in a frenzy of flailing hooves. That frightening black unicorn wouldn't be distracted for long. She screwed her eyes shut and started concentrating. She'd only have one chance at this...

Applejack, meanwhile, grunted in pain as she slammed down into the ground at the bottom of an incline. Nightmare Storm leapt back to her feet, hooves raised; Applejack rolled away, kicked as she jumped back up, and smacked Nightmare Storm in the side of the head. The two ponies circled around each other, Nightmare Storm growling like a furious dog.

"You have no idea what you're trifling with, farmer," she snarled.

"Not really, no," Applejack answered, "but ah'll whip ya all th' same."

"_Fool!_" Nightmare Storm flung herself forward, horn alight. Applejack sidestepped the charging mare and whipped around with a hard kick to the black unicorn's side. Nightmare Storm lashed out with a hoof of her own and smacked Applejack across the muzzle. The earth pony followed the momentum to whirl around and then slam Nightmare Storm in the side of the head with another hard kick. The black unicorn staggered back and blinked, obviously dazed—and Applejack took that as her cue to charge forward and ram Nightmare Storm again, sending the taller mare sprawling in the dust.

"Givin' up yet?"

Nightmare Storm struggled back to her feet, vicious rage glittering in her eyes. "You have interfered long enough, earth pony," she snarled—and then, sparks of blue light dancing around the trees and crackling through the fog, a swarm of branches and loose rocks lifted into the air around the black mare. Applejack backed away and cringed; beating back a pony with her trusty hooves was one thing, but crazy projectile magic was a whole different story. "Now," hissed Nightmare Storm, as the storm of debris reared back overhead, "let this be done—"

"_Applejack, duck!_"

Nightmare Storm whirled around, eyes wide, as Applejack threw herself to the ground—just in time for a blinding flash of pink light from the ridge overhead. The black unicorn lit her horn up in defense, the cloud of forest debris falling to the ground, forgotten—and then a vast column of light came crashing down from Twilight Sparkle's horn. Nightmare Storm launched forward a blast of her own to meet the attack head-on, but with a hail of sparks, Twilight's blast punched its way through and hit home—and Nightmare Storm sailed through the air with a scream and slammed hard into a towering tree, yards away. The black unicorn fell to the ground with a grunt.

"Applejack! Are you okay?" Twilight cried as she hopped down the ridge towards her friend. Applejack cracked open her eyes and blinked in disbelief at the smoking trench her friend's magic had carved into the very earth—and then looked back up at the breathless Twilight.

"Holy horseapples, Twi, you did all that?"

"Basic directed energy spell," Twilight huffed. "Princess Celestia taught me—"

"You call _that_ 'basic'?"

"Well...sort of." Twilight helped Applejack back up and they both turned towards the splintered tree where Nightmare Storm was haltingly getting back up. "Now what about her...?"

"Ah'll buck her brains out, that's what," Applejack snorted. "Thought ya would've learned yer lesson!"

Nightmare Storm flinched as she tried to put weight on her rear right leg. "I have a Nightmare's power coursing through me," she growled. "I have power like none of you have ever seen before! And you think you can—"

She fell silent at the sound of voices off in the fog—and Twilight smiled in recognition, as she heard Rainbow Dash somewhere off in the forest, and the sound of hooves on their way. "That's my friends," she said with a triumphant grin. "You're already outnumbered, Nightmare Storm, and now you're about to be even more so. Now stand down!"

The black unicorn's reptilian eyes darted back and forth between the direction of the sounds and the two ponies in front of her—and then, with a furious snarl, she disappeared behind a veil of smoke. Twilight started forward, but the cloud lurched up and vanished into the darkness.

"Twilight!" The fog at the opposite side of the clearing parted and the next thing Twilight knew, she was on her back with the rest of her friends huddled around her, bombarding her with questions.

"Twilight, what happened?!" demanded Rainbow Dash. "There were lights everywhere and Applejack sent me to go get everyone else—"

"—and your mane is simply a _mess_," Rarity wailed, "what on earth happened, did something attack you—"

"—and, oh my, you're all bruised," mumbled Fluttershy, "and we should really wash those cuts before they get infected, and—"

"—and there was a _BIG_ explosion," Pinkie Pie cried, "and it was all _FWOOOOOOM_ and I was all _OMIGOSH_ and Rainbow Dash was all 'we have to help Twilight' and I thought you were fighting a monster or something like a manticore or a cockatrice or a manticore _and_ a cockatrice or a manticore with a cockatrice head or a cockatrice _with a manticore_ _head_ or, or, or _I don't know what_, but now we're here and it's gone and you're _okay!_" and she finished by wrapping Twilight up in a bone-crushing hug. A moment later she blinked and looked back at Twilight with concern. "Um, right? You _are_ okay, right?"

Twilight took a moment to shake her head as the rest of her friends stared at Pinkie. "Um, yeah, I'm fine..."

"Heavens to betsy, y'all, let the girl breathe," Applejack sighed. "It wasn't a monster out here. 'least, ah don't _think_ it was."

"Then what in Equestria was it?" Rarity asked, and glanced around nervously. "You've never had to use that much magic to escape the monsters here before."

Twilight sat down with a heavy sigh, as the exhaustion set in. "It was another pony," she said, "a black unicorn. She kept saying she wanted to kill me."

Twilight's friends gasped in near-unison.

"K-Kill you?!" squeaked Fluttershy.

"Why would anyone want to kill you?" Pinkie cut in. "I mean, it's not like you're a bad pony or—wait, do you owe her money?"

"I don't owe anypony money!" Twilight cried.

"Where is she?!" yelled Rainbow Dash, taking to the air with a growl. "I'll take care of her! Nopony threatens my friends!"

"Simmer down, Rainbow," Applejack said, and yanked her back to earth by her tail, earning a glare from a slightly offended Rainbow. "She took off after she heard y'all comin'. Guess she didn't think six to one was good odds."

"Oh, great," groaned Rainbow, "we'll never find her in all this fog."

"B-But we have to do something," Fluttershy added, "because, I mean, somepony might get hurt out here, if there's such a mean pony running around..."

"Exactly," said Twilight, and she painfully got back to her feet and pointedly ignored the soreness in her muscles. They'd be all stiff and painful tomorrow, but there was nothing she could do about that now. Maybe they could stop by Zecora's hut on the way back, but first things first... "So, Rainbow Dash, you go back to the library and get Spike. We've got a letter to the princess to write."

—

The taste of failure stung Nightmare Storm even more than the pain in her leg and the numerous cuts, scrapes, and bruises all over her battered body. She finally came to a stop under a gnarled tree and collapsed to lick her wounds. A healing spell would take time and concentration, and right now she was exhausted—physically and emotionally. Twilight Sparkle had been alone and distracted, and she, Nightmare Storm, had been at the height of her power. It should not have ended this way.

And then...there was _him_.

Nightmare Storm's face twisted into a furious scowl as she picked up the sound of crackling fire. Bathed in warm orange light, another figure stepped out of the darkness—this one a tall black stallion, a stallion with wings and a horn and glimmering red reptilian eyes, with a mane and tail of pure, undulating flame.

"Of course," she sneered, "where there's smoke, there's fire."

"Oh, my little storm cloud," the stallion sighed, "what exactly _happened_ here? You said you would, and I quote, 'tear her to pieces,' and, funny thing, really, I just walked by that little clearing and found Twilight Sparkle still in, you know, one piece, and I'm pretty sure that wasn't part of the plan, so—"

Nightmare Storm growled. "Don't patronize me," she snapped. "You lied! You told me this power would be enough to destroy her!"

"Well, yes, and who can blame me?" the stallion asked with a shrug. "I mean, I _only_ harnessed the infinite power of darkness, fueled by the unceasing depths of sheer animal hatred, and gave it to you to command at your merest whim. How in the world could I have expected you to kill one little ol' pony with _that?_"

"I did not expect her _friend_ to interfere!"

"And neither did I," the stallion went on, and threw an arm around Nightmare Storm's aching neck, "but hey, live and learn, right? So I'll tell you what. You just stay here and get yourself all healed up, right as rain, and we'll give this whole 'kill Twilight Sparkle' thing another shot some other time. Sound good?"

Nightmare Storm cringed. "I've lost the element of surprise now. She and her friends will expect me."

"And we'll adapt," the stallion said with a smile. His long black horn sparked with red magic and wrapped Nightmare Storm in a soothing glow, and the pain began to ease away. "Besides, brute force and sharp pointy things you found in the forest aren't the only ways to kill a meddlesome unicorn."

"Really now."

"Yes, really." The stallion stood back up, and turned his eyes towards back towards the darkness in the rest of the forest. "It's all about knowing the right tricks." He looked back down at Nightmare Storm with a grin. "Wouldn't you say?"

Nightmare Storm put her head down with a sigh and her horn came to life, as she called upon the forces of magic to heal her injured body.

"Now now, chin up, my little storm cloud," the stallion said, as he turned back towards the shadows. "Don't be so glum. You'll get it right one of these days. Because," he glanced back at Nightmare Storm, the smile still on his lips, "you know what happens if you don't."

Nightmare Storm ground her teeth and bit back her rage as the stallion vanished into the darkness.

—


	2. Chapter 2: The Dark Side of Magic

Nightmares

—

Chapter 2: The Dark Side of Magic

—

The sight of Canterlot's marbled towers and high walls had a soothing effect on Twilight Sparkle, as she watched from the back of the chariot drawn by no less than four white pegasus Royal Guards, her friends clustered around her. The well-defended capital city of Equestria had always been safe—with a few highly notable exceptions—and right now, with the sounds of battle still ringing in her ears and her stiff muscles still protesting against any movement she made, security was what she craved most.

Spike's letter to the princess had gotten an unusually prompt and curt response, and just before first light the morning after the attack in the Everfree Forest, Twilight was packing her bleary-eyed friends onto a chariot that would take them directly to the castle. But this was no time for grumbling. Something dangerous was loose within Equestria's borders, and Twilight had a feeling only the Elements of Harmony could stop it.

Of course, this had nothing to do with how it was _always_ only the Elements of Harmony that could stop it.

The chariot swept down past a wide balcony near the top of the castle's highest tower. Twilight smiled at the sight of Princess Celestia, horn glittering with magic, as she looked out towards the eastern horizon—where the first rays of the sun were just beginning to crest over the far-off mountains to the east. It was comforting to see the familiar sights of home and the princess's routine—but it was also a little disturbing. After all, after raising the sun, Princess Celestia usually kept her early mornings to herself, before setting off for the throne room and the day's work. If she had cleared her schedule for this matter, that meant it must have been very important.

Well, she mused, with any luck it would just be a matter of picking up the Elements of Harmony, trooping into Everfree, and blowing away the frightening creature out there. And that would be that.

Hopefully.

The chariot landed with a thump that shook the dozing Rainbow Dash awake. "Her Highness will see you immediately," one of the guards said, with an impatient flap of wings. Twilight led her drowsy band of friends forward, up the steps and through the double-doors, and down the vast corridors of the castle. Rarity, Rainbow, and Fluttershy all looked sorely in need of some coffee as they shambled after her, and as usual Pinkie bounced like a spring. But it was functionally impossible to get out of bed earlier than Applejack, so at least Twilight had the stalwart farm pony for a conscious conversation partner.

Applejack glanced awkwardly around the resplendent halls. "So, uh, Twi," she said quietly, "was it just me, or was that pony last night a whole lot like Nightmare Moon...?"

"It wasn't just you," answered Twilight. "It was something called a Nightmare. I read about them when I was studying here," she nodded off in the general direction of Canterlot's prodigious library, "but there wasn't much to read. I'll have to ask the princess about it."

"Well, we turned Nightmare Moon good again just by zappin' her with the Elements," Applejack said with a shrug. "Maybe that's all we gotta do this time."

"I hope so."

Rainbow Dash interrupted them both with a loud yawn. "Great story, guys, but how come we all had to come first thing in the morning?"

"Because," interrupted another voice, "this matter is of the gravest importance."

Every pony instinctively threw themselves to the ground in something between reverence and fear before Princess Luna. The princess of the night blinked in surprise for a moment before Twilight got back to her feet.

"Princess Luna! Did Princess Celestia tell you—"

"Of course, Twilight Sparkle," Luna interrupted, and motioned for the six ponies to follow, down the long corridors towards the throne room. "The Royal Guard has been in a panic since your letter arrived, and I fear my sister has not slept well."

Twilight cringed. "I-I'm sorry—"

"There is no need." Luna nudged open the doors with a glow of magic and ushered the six ponies into that vast and sweeping chamber from which the two sisters ruled all Equestria. The vaulted ceiling, the columns and fountains, the shimmering stained-glass windows—and there underneath it all sat serene Princess Celestia.

The doors swung shut and Celestia smiled gratefully as her student came bounding up to her. "I'm glad to see you unharmed after your little adventure last night, Twilight Sparkle."

"Yes, well, combat magic, never know when you're gonna need it," laughed Twilight.

Celestia looked up at the other somewhat bleary ponies—the ones that Twilight noticed had managed to start waking themselves up in the presence of Equestria's rulers—and her smile faded.

"All the same," the princess said, "you've brought us some troubling news. It does not sound like one of the ordinary creatures of the Everfree Forest that you encountered."

"It wasn't, Your Highness," Applejack said with a sigh. "It had this spooky mane made outta smoke, like," she glanced furtively at Luna, "like Nightmare Moon or somethin'."

Luna flinched at the name as Twilight continued. "It kept ranting about how it wanted to kill me," she said, "and it mentioned something about having gained new power. I did a little research after I got back to the library and I think it might be—"

"A Nightmare," finished Luna, and all eyes turned towards her. "Of course it is. The second one."

"Yes," agreed Celestia, "although if it's confined to the Everfree Forest, it may not have had any contact with the other one."

"But a Nightmare does not emerge from a vacuum," said Luna, "and the one we have pursued until now is crafty enough to have created a second."

"Possibly, but out of who...?"

"Uh, beggin' yer pardon, Your Highnesses," Applejack spoke up, "but...what's a Nightmare?"

"Y-You mean there's _more_ things like N-Nightmare Moon?" Fluttershy whispered, hunkered down on the floor.

"Um, I meant to ask about that, actually," Twilight said with a sheepish grin, "because when I was researching, I noticed that there wasn't a whole lot to, you know, research..."

Celestia and Luna shared a somber look and Twilight's heart sank, before the lunar princess stepped forward. "Well then," Luna said, "I suppose I should explain, since I have a...special relationship with this subject." She shivered, but started speaking again before Twilight or anyone else could say a word. "When I was...Nightmare Moon, I was but the strongest and best-known of a certain kind of creature known to roam the lands in Equestria. The Nightmare is a special creation that results from the mixture of a pony's natural magic with powerful emotions, like anger, greed, or," she glanced awkwardly over at Celestia, "jealousy."

Rainbow Dash blinked disbelievingly. "S-So you mean you can make _more_ Nightmare Moons...?"

"Anypony can become a Nightmare," Luna answered. "Everypony has some affinity for magic."

Pinkie gasped in utter horror. "Even Derpy?!"

All eyes turned towards her in astonishment. "Err, I...suppose?" Luna stammered.

"And the power of our emotions is strong enough to affect our very environment," Celestia added, before Pinkie could interrupt again. "The power of disharmony was enough to free Discord. And you six were there to see what one could do with the power of love. Which, to answer your question," she glanced over at Twilight, "is why you couldn't find much to read about the Nightmares. I do not want it to be common knowledge that such creatures could be produced."

Fluttershy shivered. "Are they really that dangerous?"

Luna looked over at her sister again, and this time there was no mistaking the regret in her eyes. "A pony turns into a Nightmare and gains great power by the influence of negative emotions taken to their extremes...such as in my case."

"Luna," Celestia started, "you don't have to—"

"I must," answered Luna, with a curt nod towards Twilight and her friends, "so that they know what we have to deal with." She turned back towards the six ponies. "I transformed into Nightmare Moon because I was angry that the ponies of Equestria slept through my nights. But I could not vent that anger anywhere, so I held onto it in my heart, where it took root and grew. And everything anypony did that displeased me, everything that I could perceive as a slight, all acted to feed that anger and make it stronger."

"A-An' then the Nightmare took over?" Applejack asked.

Luna glanced again at her sister. "The Nightmare did not take over. The Nightmare grew out of me." She looked back at the six shocked ponies. "It was always myself underneath the façade of Nightmare Moon. It was my hatred, of," she closed her eyes shamefully, "of you, sister, that fed the Nightmare and kept it strong." She squeezed her eyes shut, and Celestia stepped up next to her to offer a gentle nuzzle.

"I understand," she whispered.

Luna smiled back and wiped away her tears. "I know." She looked back towards Twilight and her friends. "When I was imprisoned on the moon, with only the Nightmare to keep me company, it sometimes seemed as though it was a separate entity from myself. But other times, at the height of my rages, when I looked back on what had happened and felt the greatest fury, the power the Nightmare wielded came from me." The six ponies with the Elements of Harmony stared back uncomprehendingly. "It...is difficult to explain to someone who has never experienced it..."

"The point," Celestia added, "is that a Nightmare does not simply possess its host. It _is_ its host."

"And that is how the Nightmare takes root," Luna went on. "It can only grow in a pony who already has those negative emotions, and locks them away without closure. They grow and come to corrupt the pony who holds onto them. And the one thing such a creature desires the most is satisfaction of its anger."

"Which begs the question," Celestia finished, "who in Equestria could have such powerful feelings against you, Twilight?"

The throne room fell silent and all eyes turned towards the purple unicorn. "Who in the world would wanna hurt Twi?" Applejack sputtered.

"Indeed!" scoffed Rarity. "Our Twilight is the very picture of politeness and courtesy! Surely there must be a mistake."

"Are you sure you don't owe her any money?" Pinkie asked. "'cuz I could've sworn—"

Twilight frowned as she wracked her brain for a name or a face that might have some reason to be angry at her—angry enough to turn into this Nightmare. She couldn't think of anyone who had reason to hate her—at least, no one who was still around. Nightmare Moon was destroyed, Discord was trapped in stone again, and the Changeling queen had been thrown out of Equestria entirely. Yet somepony had evidently gotten mad enough at her to turn into this terrifying beast. Somepony who already knew her and knew what she could do.

"Um," Fluttershy spoke up, "what about that one pony with the magic act?"

All eyes turned towards the yellow pegasus, who promptly tried to hide behind Pinkie Pie. "Wait a minute," Rainbow Dash said with a frown, "you mean _Trixie?_"

Twilight blinked in surprise. Trixie—Trixie, the boastful unicorn magician whose bragging had led Snips and Snails to lead an Ursa Minor to Ponyville! The same unicorn who had run off after that whole fiasco, and Twilight recalled letting her go, thinking that maybe she would "learn her lesson"...and, well, evidently she'd just turned into a Nightmare somewhere out there instead. So much for "learning her lesson."

"Wait, wait," Applejack said with a disbelieving shake of her head, "ya mean that loudmouth magician with the wagon went all crazy and wants to kill Twi?"

"Of course!" cried Pinkie with a victorious grin. "It all makes sense! Her reputation in shambles, she fled to the Everfree Forest, where she was left alone with only her thoughts and her humiliation, and humiliation leads to anger, and anger leads to hate, and hate leads to crazy evil murder-pony! It's perfect!"

"That's ridiculous," scoffed Rarity. "What happened with the Ursa was hardly worth killing for."

"And so what happens next is Twilight journeys far beyond Equestria searching for the secrets of the Nightmares and meets wise and powerful creatures from all over the world and together they form a team, a fellowship even, and—" Pinkie said no more as Applejack dutifully shoved a hoof over her mouth.

"Twilight," Celestia said with a frown, "perhaps you should explain."

"Err, well," Twilight pawed the floor nervously, "do you remember a friendship report I sent where I talked about being afraid that my friends wouldn't like me for my magical talents?" Celestia nodded. "The unicorn they're talking about is, um, related to all that. See, there was this magician named Trixie who put on a show in Ponyville, but she was really boastful and obnoxious about it. And she embarrassed my friends on stage and got them angry, and—"

"And she turned my mane _green!_" Rarity added with an outraged stamp of hooves.

Twilight glared back. "Well you got the green out, didn't you?"

"It's the principle of the thing, Twilight!"

"Anyways," interrupted Celestia, and Rarity backed away sheepishly and tried to join Fluttershy in hiding behind Pinkie.

Twilight cleared her throat. "Anyways, Trixie told a story of how she'd defeated an Ursa Major, so a couple of foals found an Ursa Minor in the Everfree Forest and, thinking it was an Ursa Major, they brought it to Ponyville for her to defeat. And it turned out she couldn't, so I had to take care of it, and Trixie ran off with her reputation in ruins." She frowned as the other details began to bubble up from the murky depths of memory. "She lost her wagon and all of her possessions, but after I took care of the Ursa, she ran off towards the Everfree Forest. And, um," she shrugged, "that's the end of the story, as far as I know."

Luna glanced over at her sister. "Obviously not, if this magician turned into a Nightmare."

"Is there anyone else the Nightmare might be, Twilight?" asked Celestia.

"No one that I can think of."

"Now I wish I _had_ followed her!" groaned Rainbow Dash, with a glare at Twilight. "Some lesson _she_ learned!"

Celestia and Luna shared a knowing look. "I suppose this is the most plausible explanation we have," Luna said with a sigh. "Even so..."

"Alright!" Applejack exclaimed. "So Trixie went nuts and wants to kill Twi! What do we do about it?"

"That," Celestia said with a frown, "is the difficult part." She cast a somber glance over the six ponies before her. "There is another Nightmare on the loose, in the caverns underneath Canterlot. Luna and I have been working for months to contain it, but since neither of us know who the Nightmare was originally, we do not know who its target is or what exactly it wants to do. All we know is that it is very dangerous," she closed her eyes, "and willing to kill."

The six ponies gasped in horror. "Therefore," Luna added, "neither of us can deal with this second Nightmare. It has taken all our attention just to follow the first."

"Then we can do it!" Twilight spoke up. "We'll deal with it! Applejack and I were able to stop Nightmare Storm once, and with all six of us, there's no way she'll beat us!"

Luna and Celestia shared another look. "She has a point," Luna said. "If this Nightmare is anchored to a unicorn of middling talents, and she already defeated it once before..."

Celestia pursed her lips. "I suppose."

"Yeah!" shouted Rainbow Dash, and she eagerly took to the air. "So what are we waiting for? Let's go get the Elements and—"

She fell silent at the sober look on the two princesses' faces.

"Um...what?"

"Commendable enthusiasm, Rainbow Dash," said Luna with an awkward shuffle of hooves, "but, well..."

"There are two ways to neutralize a Nightmare," Celestia explained. "The..._preferred_ method does not involve the Elements of Harmony. A Nightmare cannot survive without negative emotions to fuel it, so if the Nightmare's host were to let go of the anger in which the Nightmare rooted itself, the Nightmare alone would wither and die, and the pony would return to normal."

Twilight and her friends shared a confused look. "So...we'd have to make Trixie...stop being mad at Twilight?" Fluttershy asked.

"Wait, that's not how we defeated Nightmare Moon!" Rainbow Dash protested. "We used the Elements of Harmony, and—"

"If you use the Elements of Harmony on this Trixie," Celestia interrupted, her face grim, "it will kill her."

All six ponies came to a stop in disbelief. "What?!" Applejack cried.

"But we used the Elements to defeat Nightmare Moon, and Princess Luna survived perfectly well!" Rarity wailed.

At that, Princess Luna regally unfurled her wings and stared down imposingly at the six ponies. "I am the princess of the night," she said, punctuated with an imperious beat, "and you can no more destroy me than you can pull my moon down from the starry sky."

"And even Luna was severely weakened by them," Celestia added, as Luna came back down to earth with an annoyed huff. "But Trixie is a mortal pony and that means she would not survive. The Elements of Harmony are the most powerful magic we know. Only an immortal being can survive its use."

Twilight sat back, stunned. Of course, it made perfect sense. The Elements of Harmony acted to restore balance and order to things that had become disordered, but it worked on a massive scale. The power that had undone Discord's chaos at a single stroke would _have_ to be overwhelming to a mortal body, especially if it was concentrated on a single pony...

"So we could try to save her," Rarity said, "or we could," she shivered, "destroy her."

"I vote for save," Fluttershy mumbled.

"But she's crazy now!" cried Rainbow Dash.

"But we can't have a party if we blow her up!" Pinkie wailed. "Can we? I mean, she couldn't come to it, so it couldn't be a welcome party or anything, but—"

"All ah know is whatever she is, she's dangerous," Applejack said, "an' ah don't wanna take no chances."

As her friends descended into an argument, Twilight thought back to that obnoxious magician, running away in shame. Trixie had picked on Applejack, Rarity, and Rainbow Dash, and her boasting had inadvertently led to the Ursa's rampage. But being boastful and mean was no reason to die. Quite a few unicorns got a touch of arrogance when they lived among Earth ponies. It was one of those traits the schools tried to stamp out, and it was a lesson every unicorn eventually had to learn growing up. Just because you had a horn and could do magic didn't make you any better than any other pony. After all, you couldn't fly like the pegasi, and you had no natural strength or affinity with the life-giving earth, like the Earth ponies.

So Trixie hadn't learned that lesson. That was no reason to die. And besides...

"I think we should save her," Twilight said suddenly.

The argument stopped and all eyes turned towards her in surprise. "But Twilight, she tried to kill you," Rainbow started.

Twilight held up a hoof to stop her. "I know. And I know Trixie was, well, kind of a giant jerk to you guys. But we can do this another way." She got back to her feet and looked around earnestly at her friends. "We all know the kind of power friendship has. Not even Discord could get between us for long. And Nightmare Storm isn't nearly as scary as he was. But we can defeat her another way, without having to kill anypony."

Applejack arched an eyebrow. "Even if she wants to kill you?"

"Well, I mean, _you_ guys don't want to kill her, do you?" The other ponies glanced guiltily at each other, and Twilight smiled triumphantly. "She didn't learn her lesson last time, but we can make it different this time. That's what friendship is all about, right?"

Twilight's friends murmured amongst each other for a moment, before the gears in Pinkie's mind clicked into place and she began to beam.

"Wait a minute, that means we'd have another friend, and if we have another friend, that means—"

"Here it comes," sighed Applejack.

"—_A PARTY!_"

Twilight turned away from her friends, confident that she had been victorious—and her smile fell at the sight of the princesses' still somber demeanors.

"We're...doing the right thing, right?" she asked.

Celestia only smiled back sadly as Luna stepped forward. "A Nightmare is not easily swayed from its lifeblood," she warned. "And the strong emotions that nourish it are not easily diminished—especially by mere words. Are you prepared for a challenge unlike any you have faced before?"

"Wh-What do you mean—?" started Twilight.

"What she means," Celestia said, "is that you must take somepony who hates you—hates you enough to kill—and turn them into a friend. Are you up to that?"

Twilight looked around at her own friends, and for a moment, she faltered at their unsure faces. And there were times when she'd wondered whether they were really behind her—but in the end, from Discord and the Changelings to late friendship reports, they had always pulled through for her. Surely they would again.

Celestia and Luna shared a look. "No matter your answer," the former said, before Twilight could speak, "we'll have much to discuss later tonight. But for now, I'm afraid we have other matters to which we must attend." She smiled warmly at the six ponies and nudged open the door with a bit of magic. "I leave it to the six of you to decide how this Nightmare should be neutralized. Take some time to yourselves in the city, and think about it. I will await your answer tonight."

—

As much as she respected and loved her mentor, sometimes it drove Twilight Sparkle up the wall to think how vague she could be.

That meeting had ended an hour ago and Twilight had met Spike—the same Spike who had stayed up far too late past his bedtime last night writing a letter and coughing up the response, and who had spent the morning making up for lost sleep—and still the purple pony was wracking her mind. Did the princess still have confidence in her? They were the Elements of Harmony, their power cemented and multiplied by their friendship, and the princess was leaving this up to them—but then more questions came. Was it really Trixie? She couldn't think of anyone else it might be—but then she'd never really gone and compiled a list of enemies that might be lurking in the Everfree Forest waiting to kill her. What if it wasn't Trixie? Then how would they ever talk the Nightmare down? What if it was Trixie—and she didn't want to listen? What if she was wrong and that thing wasn't a Nightmare at all? That was entirely conceivable, her research had been so scanty—but even still. And what if that other Nightmare the princesses mentioned was involved? That was a whole new set of variables to consider and—

"So," said Spike, and his voice went crashing through Twilight's frantic vortex of thoughts like a wrecking ball, "what are we doing out here anyways?"

Twilight blinked, looked around, and realized sheepishly that she had somehow wandered into the center of Canterlot's busy market square, with Spike on her back.

"O-Oh," she started, "wow, did I really zone out that bad?"

"It was an eight at the least," Spike answered.

Twilight cringed. The Zone-Out Scale was out of ten. "Well, um, the princess just said for us to take some time to think about it, so we all kinda went our separate ways. Although if I recall..."

As though on cue, an explosion of confetti blasted out the windows of a nearby bakery, followed by the high-pitched giggling of one pink earth pony.

"Couldn't stop her, huh," deadpanned Spike.

"Applejack tried," sighed Twilight, and started walking again. "It didn't work."

"Well, hey, I know," Spike said with a grin, "let's go see some of our old friends, when we lived here! Like Moondancer! Remember her?"

"Um...no?"

"Starsong?"

"No."

"Firefly? Starflower? Melody?"

"Nope, not ringing a bell."

Spike almost appeared to deflate. "Oh yeah, you didn't have friends in Canterlot. _I_ did."

Twilight smiled sheepishly. "We can go see them any—"

She fell silent as she ran straight into something and fell flat on her rump, depositing Spike straight onto the pavement with a thump, and when she looked up, she found herself staring into the bright green eyes of a chestnut-colored pegasus pony with a seesaw on his flank. The stallion immediately smiled apologetically and held out a hoof to help Twilight back up.

"Terribly sorry, miss," he said, "I didn't even see you there!"

"No no, it's me," Twilight replied, and levitated an annoyed Spike back onto her back. "I just, y'know, get my head stuck in the clouds and—"

"Hey, wait a minute," the stallion spoke up, with a grin of recognition slowly spreading on his lips, "I think I've seen you before. Twilight Sparkle? The princess's student?"

"Um, yes—"

"Well now! Not every day you bump into such famous ponies, is it?" The stallion gave an elegant bow with unfurled wings. "Seesaw, humble pegasus, at your service, Miss Sparkle."

"Oh, well, um—" started Twilight, before Spike smacked her upside the head. "Right! Right, well, sorry to bump into you like that, I'll just be on my way—"

"Come to think of it," Seesaw said with a curious look, "I haven't seen you around here too often, being the princess's student and all. Full-time job?"

"Oh no," Twilight said with a dismissive wave of a hoof, "I've been living in Ponyville these days. Special assignment. Very important."

Seesaw's eyes lit up. "Ponyville?" he echoed. "Really! This little encounter gets more fortuitous by the moment!"

"What do you mean?"

"Well, see," he shuffled his hooves for a moment, "I guess it's a bit embarrassing to admit, but I must confess to a certain soft spot for those traveling unicorn magic shows. I'm sure one of them has visited Ponyville while you've been there."

Twilight frowned. Someone asking after traveling unicorn magic shows...well, maybe Trixie had a fan. The crowd had seemed amused by her shenanigans in Ponyville, at least—before the whole Ursa thing.

"Anyways," Seesaw continued, "I know, unicorns doing magic, nothing special, but the showmareship and stagecraft has always appealed to me. And there's one in particular I've been following for a while, bombastic little thing, a blue unicorn by the name of Trixie." Seesaw regarded Twilight with a frown. "I heard she passed through Ponyville a few months ago, but since then she's dropped off the map, as it were. So—and I know this is a long shot—you wouldn't happen to know what's become of her, would you?"

Twilight bit her lip as she weighed her options. Telling one of Trixie's fans that she'd run out of Ponyville in humiliation and subsequently transformed into an evil shade fueled by hatred and bent on revenge was probably not going to help matters. Indeed, if the plan was to try to talk Trixie down and starve the Nightmare of its life-giving hatred, well, that would be rather counterproductive.

She looked back up at Seesaw and saw a little glimmer of concern in his eyes. Then again, perhaps the knowledge that she still had fans would help dredge up the obnoxious showmare underneath the snarling Nightmare.

"I haven't heard," she said, "but I'll keep my eyes open."

Seesaw grinned in delight. "As generous as you are famous! I am in your debt. Please, don't hesitate to let me know what you find."

"Err, okay," Twilight said, "but how will I get in touch with you?"

"Oh, I'm around," Seesaw said with an enigmatic smile. "Bit of a traveler, you see. But I'll be around Ponyville all the same." He bowed. "Thanks again, Miss Sparkle, and best of luck."

Seesaw disappeared around a corner, leaving Twilight to glance back inquisitively at Spike.

"That was weird," he muttered.

Twilight frowned. A little weird indeed, perhaps, but then again, it wasn't exactly mind-boggling to think that even arrogant and insensitive Trixie could have fans. Maybe they just didn't know that her personality was evidently not an act—or they didn't know that the Ursa Major thing _was_ just an act.

But either way, Trixie had bigger problems—and Twilight ruefully remembered that she still had a decision to make. And perhaps a walk would clear her head.

—

One walk later, Twilight Sparkle's head was as clear as the fog in the Everfree Forest. Her walk had wound up swinging by a café for lunch for herself, and a jeweler for lunch for Spike, and now it was taking her along the winding streets of Canterlot, somewhere near the train station. And her head remained as foggy and unclear as ever.

"So," Spike said as he casually munched on a hunk of jasper, "basically, Trixie went crazy and turned into this evil monster thing, and she tried to kill you, but you wanna try and make her your friend."

Twilight's ears went flat. "Well, when you put it _that_ way it sounds completely insane."

"That's 'cuz it is."

"Spike!"

"Okay, okay," he said, and paused to swallow another lump of jasper. "But seriously, you remember her, right? She was the jerk who turned Rarity's mane green—"

"It was only temporary," groused Twilight. "Besides, you guys _were_ kind of egging her on."

"That's not the point!" wailed Spike. "The point is she was a jerk, and if she turned into an evil crazy demon thing, she's probably still a jerk underneath all that. Are you sure you wanna be friends with a pony like her?"

Twilight frowned. "I'm sure she's not that bad."

"Twi, seriously, everyone found out she was a big phony and her response to that was to run into the Everfree Forest, turn into some crazy evil thing, and try to kill you. If that's not 'that bad,' I dunno what is."

"Fine, point." Twilight huffed in annoyance. "But what else are we supposed to do? The princess said that if we use the Elements of Harmony, it'll kill her. I don't want to go that far. We should never go that far! So that doesn't really leave us with that many options." She sighed and momentarily contemplated bashing her head against a nearby pillar. "Oh, how would we even do it, anyways? We'd have to de-Nightmare-ify her or something first."

"Well, hey, what if we got Shining Armor and Princess Cadence to do that love-powered super repulsion spell or whatever it was, like they did at the wedding? And just, like, throw her out of Equestria or something!"

Twilight groaned. "I guess." She thought back grimly to the awesome power of the Elements—a power even Nightmare Moon and Discord had feared. "But still," she went on, "what if we could turn her into a friend?"

Spike held up a lump of tiger's eye and let the sun glint off it for a moment before tossing it into his mouth. "Well," he said around shards of precious metal, "what would that be like anyways? It's not like she won't be a jerk."

"I don't know," groaned Twilight. "Someone to talk about magic with, y'know? No one else in Ponyville really appreciates magic the way I do."

"Hey, I do!" Spike shot back. "I'm your number one assistant, remember?"

"You fell asleep in the middle of my experiment on isomorphic kinetic spells."

"Oh yeah, huh." Spike paused for a moment. "Wait, you think Trixie's gonna find that stuff anymore interesting than I do?"

"No, but, well," Twilight shrugged, "at least there'd be someone around who I know is interested in magic. Someone who shares my interests. I know not everyone does, but..."

Spike heaved a sigh. "I know. I get it. Look, if you really want to do this, I won't stop you, but I still think it would be better if we just zap her."

"That's what everyone thinks."

"Are you feeling guilty for running her out of town or something?" Spike asked. "Is that what this is all about? You weren't too worried about trying to become Discord's friend."

Twilight frowned at those bitter memories. "Trixie was just a jerk. Discord was downright malicious. There's no comparison."

Spike paused to pop another gem into his mouth. "If you say so."

"Of course I say so. You remember him. Half the reason he tore us apart with his powers was so he could enjoy watching us suffer! Not just embarrassing us or whatever but actually tearing apart our friendship! Trixie never did anything like that."

"I guess." Spike reached into his bag and scowled as he discovered it was empty. Gems always went by so fast. "Then again, Trixie _is_ sort of a raving evil monster that wants to kill you now. So how are you going to get past that?"

Twilight groaned. "That's the hard part."

—

Applejack had never seen so much frosting in one place. Never in her life. It was everywhere. Every color of the rainbow and, judging by all the colors, every flavor under the sun enjoyed some representation in the streets and squares outside Canterlot's largest bakery. Tracked onto the pavement, splattered across buildings and walls, falling in globs from street lights, and even the birds that had been closest to ground zero were still pulling blobs of frosting out of their feathers. The sheer volume of sugary mass was boggling to the mind. And then there were the ponies, staggering about in a sickeningly sweet daze, while the Royal Guards simply stared in disbelief at the end of the street. If the world were to end with a flood of frosting, Applejack idly mused, this is probably what it would look like.

At her side, Rainbow Dash and Fluttershy landed softly, and Rarity came to a stop, slack-jawed in wonder. From the bakery's broken door, a shell-shocked pony in a frosting-smeared apron stumbled out and wiped her eyes.

"Where did she even _get_ this much frosting?" asked Rarity.

One of the larger blobs began to quiver, and with a spray of sugary cream, Pinkie Pie erupted from the mess looking something like a foal's hoof-painting project. "Hey girls! Glad you could make it! Unfortunately you were a little too late 'cuz it turns out the Runaway Chocolate Reactor Cake hit critical mass before you showed up and kind of exploded everywhere a little but _that's okay_ because I got the recipe all safe up here," she tapped the side of her head, "so I can make an even _bigger_ one when we get back to Ponyville!"

Silence reigned over the five ponies for a moment before Rainbow Dash raised a hoof. "Uh, Pinkie Pie, what exactly did you _do?_"

"Oh! Well! You know those little candies that get all fizzy and poppy and stuff when you put 'em in your mouth?"

The other four ponies shared an uneasy look. "Um, yes," Fluttershy started.

"And you know how the place right next door sells soda pop in bulk?"

Horror dawned over Applejack's face. "You didn't."

"And you know how they foam up when you put them together?"

Rarity's face fell. "She did."

"So," Pinkie went on, "I thought, what if you put them in a cake, and so I did, and I asked Mrs. Sweets here," she gestured to the trembling pony in the doorway, "and we spent all morning trying to make a cake with a big opening in the middle, and we finally got it right and I poured in all the soda and then threw in all the candy and, well, it turns out the center could not hold and before I knew it—"

"Wait," Rainbow said, "let me get this straight, you made a _bomb_ out of a _cake?_"

Silence once more reigned. "Yes indeedy!" chirped Pinkie. "I called it the Reactor Cake 'cuz that sounds sciencey and I'm pretty sure fizzy candy and soda explode when you put them together because of science but maybe we could ask Twilight when she gets back because she knows all about science."

Applejack blinked for a moment before something else occurred to her—something much more dire. "Now you wait just a doggone minute here, Pinks," she said, "you are _not_ makin' one of these in Ponyville. Ah don't wanna spend all week cleanin' frostin' outta everythin'."

"Oh, well, next time I'll bake a lid for the cake," Pinkie said with a dismissive wave that sent a blob of butter cream frosting flying, forcing Rarity to duck. "I got everything under control!"

"Wouldn't a lid make it even worse?" Fluttershy asked, as Rarity fussed over her mane.

"_Everything under control!_" Pinkie cried.

They all turned at the sound of hooves on pavement and found Twilight Sparkle, with Spike on her back, gingerly stepping through the mess.

"So, um, anypony mind telling me what the heck happened here?" she asked.

All hooves pointed towards Pinkie.

"Oh." Twilight turned towards the others. "So what'd she do this time?"

"Fizzy candy and soda pop!" Pinkie exclaimed, and jumped in the air to spray frosting over as great an area as possible. Rarity yelped as another glob nearly landed in her mane.

"Wait, you put fizzy candy and soda together?" Twilight asked. "And—"

"In a cake!" Pinkie added, and landed with a plop.

"And set off a frostingpocalypse," Rainbow finished, as she wiped a blob of vanilla off her face.

Twilight looked back at Pinkie, dripping with sugary madness and grinning from ear to ear, and decided not to ask anymore questions. "Well," she said, "I say we help clean this up and then get Pinkie defrosted and go back to the castle. We did come here to work, after all."

"Hey! Making that cake was _lots_ of work!" Pinkie shouted, as Twilight lifted her up with a tendril of magic.

"An' cleanin' it up will be even more," Applejack grunted.

It took four hours to clean up all that frosting—partly because Spike could only eat so much before getting sick, and once he did it became rather counterproductive to have him eat more—but, Twilight mused later, at least it took her mind off things.

—

"An exploding cake," Princess Celestia said with a skeptically arched eyebrow, as the chastened bearers of Elements of Harmony slinked into the throne room, one of them with a mildly bloated baby dragon on her back. "One and a half tons of frosting flooded out into the streets. Even some mild property damage. That wasn't exactly what I had in mind when I told you to go out on the town and think things over."

Twilight shot a glare over at Pinkie. "It shouldn't even have been chemically possible."

"I was as surprised as you!" Pinkie exclaimed.

"No you weren't. You called it the Reactor Cake," Rainbow Dash said. Pinkie responded with a raspberry.

Spike promptly burped. "All I know is I'm never eating that much frosting ever again."

"Anyways," Celestia interrupted with a pointed look, "I trust you accomplished something today other than coating an entire street with frosting."

"Well," Twilight began, and glanced around awkwardly at her friends. All of them looked to her—like she was in charge or something. Was the leader supposed to be so unsure? Maybe spending four hours cleaning up frosting instead of thinking about this stuff hadn't been such a good idea after all. "I still want to try to stop the Nightmare without using the Elements of Harmony. But," she turned towards her friends, "I'm going to need your help. We all remember what Trixie was like when she left, and if we're going to stop her by making her, um, not hate me, I'll have to know that _my_ friends are behind me every step of the way."

"Then I'll throw a _PARTY—_" Pinkie cried, leaping into the air, before Applejack yanked her back down by the tail.

"Darling, what a silly question," Rarity laughed. "Of course we'll help you! We are your friends, are we not?"

"Just as long as you won't get hurt," Rainbow Dash put in with a frown.

"M-Me too," Fluttershy added.

"An' maybe she's not so bad once ya get to know her," Applejack said with a shrug. "We like Rainbow just fine, after all," she added, earning a glare from the blue pegasus.

"Yeah!" Pinkie said, leaping into the air and radiating excitement. "And we can make another new friend! You can never have enough friends!"

"And I suppose the green mane thing wasn't _that_ unsightly," Rarity said with a sniff.

"Alright!" Twilight whirled around to face the princess with a determined smile. "It's decided! Princess Celestia, we'll deal with the other Nightmare, and we'll do it without the Elements of Harmony!"

The throne room echoed with Twilight's exuberant voice. Princess Celestia regarded her student with a small, mysterious smile. Twilight blinked—this was a good thing, right?

"But, uh," Applejack started, "one thing, Twi...how are we gonna catch her?"

Twilight's smile fell. "Oh."

—


	3. Chapter 3: Great and Powerful

Nightmares

—

Chapter 3: Great and Powerful

—

It was no secret that Twilight Sparkle adored few things in the world more than research. To crack open a book and begin the process of absorbing the knowledge of all those ponies who came before her, wise and foolish and everything in between, and wrote down what they knew for posterity, was simply bliss. Following one chain of reasoning to its end, tracing the footsteps of illustrious thinkers before her, standing on the shoulders of giants, almost feeling a sense of camaraderie with the great minds of the past...it was a heady tonic.

It was also, however, no secret that nobody else in Ponyville shared anything even resembling Twilight Sparkle's love of research—which was why Twilight had only a bored-looking Spike for company in the vast, familiar halls of Canterlot's Royal Library.

It was probably for the best, though, because it wasn't as though her friends would have been any help anyway. Rainbow Dash had taken to flying progressively more complicated geometric patterns under the vaulted ceiling; Pinkie Pie had been so bored her whole body had actually started oscillating; Rarity had quickly wandered off to the section about historical fashion trends; Fluttershy had disappeared somewhere in the animal biology shelves; and Applejack, well, she had just plain fallen asleep. And so, lest Pinkie try to light something on fire with her mind or whatever, Twilight had released them to go play in the city, with a Pinkie Pie Promise that Pinkie would not perform a repeat of yesterday's cake mishap or anything at all similar thereto. It was alright. This was Twilight's turf.

Spike, on the other hoof, would have to stay. "Number one assistant" was an unglamorous job, after all.

Twilight trotted back towards the main study room with a rolling shelf of books dutifully following her under magical propulsion. Princess Celestia had taken her down to a well-guarded vault where she could find information on, among other things, the Nightmares. Twilight would have easily spent the rest of the day down there, looking over all those musty tomes and scrolls, but Celestia had been strangely urgent in collecting just what Twilight would need to deal with a Nightmare and then ushering her back out. These were books that were, in fact, dangerous, she'd explained; books that contained spells simply too powerful to entrust to just any old pony. It was heady tonic, knowing that the princess put that much faith and trust in her.

And so, Twilight plopped herself down at her old table with a stack of dusty books, jarring Spike out of his nap.

"Hundreds of years old, Spike!" she exclaimed. "That's how old these books are! Can you believe it? There's stuff in here I've never dreamed of! Spells I never knew were even possible! History I've never read before! It's incredible—"

Spike promptly whirled around and sneezed, sending a green jet of flame blazing out in front of him. Twilight grimaced and decided that maybe he should stay far away from some of the research materials, lest they accidentally get magically launched at Princess Celestia's head or something somewhere else in the castle. "Great," he sniffled, "how about I just go sit over there?" And with that he scooted away.

Twilight shrugged and got to work. Nobody understood how fun this stuff was.

—

Rainbow Dash gratefully did a couple of loops in midair as she and Pinkie made their way down the streets. The Canterlot library was a total bust. Didn't even have one of the _Daring Do_ books. All just boring egghead stuff, which was of course why Twilight insisted on hanging out there all day. And while Rainbow Dash might have discovered the secret joys of reading, there was a very big difference between _Daring Do and the Griffin's Goblet_ and, say, _Unabridged Journal of Endocrinology, 26th Edition._

Pinkie bounced along like an eternally bouncy spring. They would have to find something to do, since Pinkie was Pinkie Pie Promise-forbidden from entering "a bakery, or a museum, or a general store, or pretty much anyplace else where she could acquire anything that could conceivably be put to some accidentally destructive purpose," as Twilight had put it. Which was okay with Rainbow Dash, really, because cleaning up all that frosting had also been majorly boring. But it also meant that Pinkie was lucky she hadn't just been thrown in the dungeon for the day for everyone's safety.

It was even worse in the library, though, because while flying around inside the library she'd been forced to actually think about _feelings_ and things like that, which was totally lame. Feelings like how she was going to have to try to be friends with that jerk Trixie. That jerk Trixie _who tried to kill Twilight_. Making her look like a fool in front of Ponyville was one thing—a big thing, sure, a thing Rainbow Dash was not about to just get over—but, well, she would survive. Her coolness would recover. And it had! Obviously it had, if she was cool enough to whip all the other pegasi into shape so they could send Ponyville's reservoir water to Cloudsdale. But threatening her friends, well, that just crossed a line. And trying to be friends with someone who would do something that awful...well, that just made her skin crawl.

Even if the alternative _also_ made her skin crawl.

"So whaddya wanna do, Dashie!" Pinkie squeaked. Rainbow straightened herself out from another loop and shrugged.

"Nothing that involves sitting around in a library again, that's for sure," she grumbled.

They both came to a stop as they rounded a corner, where they found a knot of ponies gathered around a shop—a shop with broken windows. Two Royal Guards stood at the door to keep the spectators out, while a few more rooted around inside—and inside, the store looked like a tornado had been through.

"What the hay happened here...?" Rainbow started, and landed with a _clack_ of hooves on pavement.

"Oh my gosh, the Changelings!" Pinkie exclaimed. "They've come for our bodily fluids! I told you this would happen!"

Rainbow glanced up at the store's sign. "This is a jeweler's."

"Oh."

"I wonder what happened..." She edged closer to take a look. "Was there a robbery or something?"

"In Canterlot?" Pinkie asked. "Who would be crazy enough to steal things in Canterlot? There's, like, guards all over the place."

The crowd hushed as one of the guards helped a frazzled pink unicorn out past the shattered windows. "It's dreadful, simply _dreadful!_" the old mare wailed. "Fifty years we've been doing business in this town and never once were we robbed!"

Rainbow glanced over at Pinkie with a smirk. "First time for everything."

"We're on the case, ma'am," one of the guards said, "but can you describe the pony that did this?"

"It was this pegasus," the old mare went on, "a pegasus with a spiky blue mane, and she came in looking at the jewels under the counter, and when I asked her if she needed help," she paused to choke back another sob, "she just put a hoof through the glass and swept all the jewels into a bag and, and took off like a shot straight through the window!"

The guard at her side glanced grimly at the two by the door. "And you didn't see where she was going?"

"Heavens, no! She was much too fast!"

Rainbow glanced back at her wings and quickly tucked them back against her body before anyone started looking at her. If worst came to worst she had an alibi, but getting questioned by the Royal Guard all day would be even less cool than the library.

"No other features?" the guard asked. "Cutie mark? Voice? Anything?"

"Oh, goodness, no, it was all over in seconds," the old mare moaned, "and then she took off and blew over everything in the shop! It's terrible! _Terrible!_"

While the shopkeeper broke down into incoherent sobs in front of three rather uncomfortable guards, Rainbow and Pinkie shared a confused look. "Somepony who would rob a store in broad daylight and take off too fast for anyone to see?" Rainbow asked.

"That's crazy-talk!" Pinkie cried. "Somepony must've seen her! You can't go flying around with a big bag of jewels without anyone noticing!" She paused. "Right?"

The crowd began to break up as the guards ordered them to disperse, so Rainbow and Pinkie backed away to avoid a bunch of gossiping ponies. "Simply outrageous!" snorted one well-dressed unicorn. "A whole string of robberies this month alone! I tell you, crime in Canterlot is simply out of control!"

At his side, a nonplussed earth pony dressed like a butler rolled his eyes. "Never been to Manehattan, sir?"

"I don't pay you for lip, Reginald. Come along!"

Rainbow frowned as she watched the butler and snooty rich pony trot away. "I wonder..." She turned around—and came face to face with Pinkie, detective hat perched on her head and pipe already blowing a stream of bubbles. "No. Bad Pinkie. We're not doing _that_ again."

"But it's a mystery!" Pinkie protested. "We solved the one on the train, remember?"

"Twilight solved the one on the train," Rainbow said as she rolled her eyes herself. "Come on. I'm hungry. And no, we're not going to a bakery."

—

It was a terrible place to read.

A pudgy green unicorn with a red mane and a book for a cutie mark squinted in the flickering light of a candle, a book wide open before him. It was all so incredible. Who knew that water had the power to remember substances immersed in it? And the more water you added, the stronger it got, because the memory of the water you added combined with the water already present and you could even create entirely new substances with just water, as long as you knew what to change, whatever that was. It was genius.

And all this grimy darkness was making it hard to drink in this revolutionary new idea.

Down here in the disused canals and catacombs of Canterlot, only tiny slivers of actual sunlight managed to provide some dim illumination. Everything else was provided by torches and candles. As hideouts went, it was pretty ingenious—especially since to get down here, one had to navigate a series of treacherous and tortuous caves and passages. Easily enough for him to go through, by now, but some unlucky lonesome wanderer or nosy Royal Guard...well, that was a different story.

"I'm _baaaaaaaaaaaaaaaaaaaaack!_"

The sound went bouncing off the walls and through the darkness, followed moments later by the blurry blue form of a speeding pegasus with a big brown bag slung over her shoulder. She darted around through the air like a balloon with the air let out and then came crashing down to the floor, sending up a billowing cloud of black dust. The green unicorn threw a hoof in front of his candle before the blow could snuff it out.

"I'm trying to read, y'know!" he wailed.

"Sorry Castor!" she chirped. "I was at a jewelry store, see, and there were all these pretty jewels there and there was this necklace with a diamond in it, see, a great big diamond, and it was _so big_ so I just kinda grabbed it, see," the pegasus tipped over her bag and spilled out an armful of glittering necklaces, bracelets, earrings, and some things the green unicorn couldn't even identify, "and then I had to get out _quickquickquick_ or someone would catch me but I went through the alleys and stuff like I always do and nobody even got a good look at me! Isn't that great?!"

"Yeah, sure, whatever," Castor muttered, and went back to his book.

"No!" another voice screamed. "Not great! Anti-great! Jeez, Whiplash, you'll screw up everything!"

Both ponies turned at the sight of another unicorn, this one all red—all too fitting, even, judging by the look of outrage on his face—and a few stars on his flank.

"You know we're supposed to be lying low!" the red unicorn shouted, and advanced with a growl towards a confused Whiplash. "No stealing things! No taking stupid risks! What's wrong with you?! Are you an idiot or something?!"

"Hey, shove off, Pollux!" Whiplash snapped. "You and Castor filched like two hundred bits from a crowd the other day with your stupid new age philosophy routine!"

"It's not stupid!" Castor cried suddenly. "You're just not taking the theory seriously! The sea ponies never took the artists seriously and their culture declined and—"

"No one cares, Castor!" Pollux interrupted.

"That's what they all say!" Castor wailed. "You'll see! You'll _all_ see! You think your decadent science and its cold academic arbitrary values can solve everything, but you'll all see! You'll never solve the infinite mysteries of—"

"You're just a stupid moron!" Pollux screamed back. "All that stupid philosophy keeps going to your head and you actually believe it and—"

"Well maybe if you read it once in a while—"

"I don't need to read it to know that it's—"

"Shut your face—"

"No _you_—"

"You little—"

Two rocks came streaking out of the darkness and slammed into Castor and Pollux's heads with a satisfying _smack_ that knocked the both of them straight out. Whiplash looked down at the two now-unconscious unicorns in surprise, and then back up where the rocks had come from—where she found a gray earth pony with sunglasses, a silver, mohawk-styled mane, and a pair of dice for a cutie mark lighting up a torch at the other end of the chamber.

"Don't act like you didn't want to do that," he said with a chuckle.

"Oh, come on, Razor Edge," whined Whiplash, "they're funny when they get like that."

"No, they're not." Another rumbling voice pierced the darkness, this one sounding like gravel, and from the shadows emerged yet another pony—this one a hulking brown earth pony, a mass of muscle crisscrossed with scars and a horseshoe cutie mark. And at his side was an elegant pink and purple pegasus looking over everything with an expression of utter disdain, a shooting star cutie mark on her flank. "I only keep them around because that stupid new age philosophy routine of theirs actually works."

"Well, Pollux _is_ the best pickpocket this side of Fillydelphia," added Razor Edge, wielding another torch.

"And Castor is...um...Castor," Whiplash attempted to add.

"Barbell, sweetie, _please,_" groaned the pink pegasus, glancing over at the enormous earth pony, "we all know we could find a better pickpocketing team than these two. Or at least one that doesn't spend every waking minute arguing over existential despair or whatever."

"And where do you propose I find such a team, Comet?" Barbell snarled back. "One gets up and gives his little sermons on weight loss shakes made out of hemp or whatever, the other goes through and relieves all those fools of their hard-earned bits. If you know anyone who's better," he took a step closer and snorted, "feel free to share."

"Besides, they're funny!" chirped Whiplash. "Remember the other day when they were fighting over those beetle drinks or whatever that Castor said could cure the flu? It was _awesome!_ They were fighting for like _four hours!_"

"Drove us all out of the lair, too," Razor Edge groaned.

"Which is exactly why we need to get rid of them!" Comet finished with a stamp of hooves.

"_I _make the decisions here!" roared Barbell, as he whirled around on Comet with another furious snort.

"No," said yet another voice, "you don't."

The flames snuffed out and the chamber went dark. All eyes darted around blindly, frantically—and then a moment later, every single torch lit up in a simultaneous burst of fire. All eyes turned towards an opening near the chamber floor, where the unicorn mare that sent chills down their spines stood. Dark blue hide, wavy red mane, long, shimmering horn—and irritated, glittering green eyes.

"Whiplash," she said, and the blue pegasus snapped to attention as the elegant unicorn with the swirling star cutie mark slowly strode towards them. "We told you not to take unnecessary risks. We cannot afford to be discovered down here. So," she gestured to the pile of jewelry, "what is this?"

"I'm sorry, Lazuli!" Whiplash wailed. "It's just, it was so pretty and I wanted it and I couldn't help myself and I got away and nobody saw me, promise, and—"

A red flare of magic snapped her jaws shut, and the blue unicorn silenced her further with a glare. "Will it happen again?" Whiplash emphatically shook her head. "See that it doesn't." She released her hold on Whiplash and whirled around towards the rest of the group. "The same goes for all of you. The master has promised you riches beyond your wildest dreams in exchange for your cooperation...and for your discipline. All of Canterlot—and all of its wealth—will be laid bare before you, as long as you hold up your end of our bargain." She fixed Barbell with a pointed stare. "Is that clear?"

"Absolutely, Lapis Lazuli," Barbell mumbled.

"Glad to hear it." Lapis Lazuli turned around with a flourish, and nodded to the two unconscious unicorns. "When those two awake, send them down to the Everfree Forest. My supply of snapdragon has run low. Tell them to bring the armor we liberated from those Royal Guards. They'll need it."

Razor Edge frowned. "Armor? I thought snapdragon was a flower."

Lapis Lazuli cracked a wicked smirk as she strode back into the darkness. "Not in Everfree, it's not."

—

Twilight Sparkle cringed as she reached the end of another winding report on a pony who had drank too deeply from the dark powers afforded by their most sinister emotions. Compared to this, the unabridged volumes of the bloody history of the Griffin Empire and their endless wars with the dragons was cheerful light reading.

Equestria's history, as it turned out, was riddled with Nightmares, even after Princess Luna had been banished to the Moon and Princess Celestia had taken over all the duties of the monarchy herself. Most were minor and easily dispatched by the Princess; some were a bit more complicated. There was the celebrated case of a unicorn who became a dreaded creature named Nightmare Cascade, a unicorn who had lived out in what would later become Los Pegasus. She waited for years for her beloved to return from a long voyage over the sea—but when he did, he had no interest left in her. The pain of betrayal turned into the comforting cocoon of anger, and from it sprung forth a creature that would terrorize the western coast for months, including wreaking frightening revenge on her unfaithful beloved.

And yet that story had a happy ending, sort of. Nightmare Cascade eventually encountered Princess Celestia, who talked her down from the height of her fury and sent her into a more or less mutually agreed upon exile. Not so happy was the tale of a different shade, an earth pony swindled out of a major business venture by his ostentatious unicorn partner. Having lost everything to the con, he surrendered himself to his rage—a cool, calculating sort of rage that gave him the name of Nightmare Blizzard. And by the time his reign of terror was done, he had destroyed his old partner's mighty business empire—to say nothing of his old partner—and brought forth chaos of which Discord might be proud in old Manehattan. The anger that served his vengeance soon became its own end, which sustained him even after his revenge had been complete, and by the time it was all over, the princess had been forced to annihilate him herself. Even the dry academic report sent shivers down Twilight's spine.

But then there was the one story that had caught her attention and refused to let go. This one was a pegasus from Cloudsdale, proud for having clawed her way up from nothing to a high station, then laid low by her own arrogance and misjudgment. Unable to cope, she embraced the darkness within her and thus was born the scourge of the skies, Nightmare Nebula. Her rage knew no bounds, and so she stalked the cloud cities and kept dozens of ponies prisoner in a mysterious mountain fortress, where she could repel even the most powerful of the Royal Guard's assaults with a conjured army of terrifying specters. It sounded like all the other Nightmare stories she'd read—until she got to the resolution. It wasn't the princess who destroyed Nightmare Nebula, as it turned out; it had been a little pegasus named Flicker, one of Nebula's captives, who had eventually befriended her captor and soothed the anger until it faded away—and so vanished the scourge of the skies, Nightmare Nebula.

It was a rush of vindication. A pony with a similar story had succeeded here once before; surely she could save Trixie too. This method had worked once before, and Flicker had been all on her own in Nebula's icy citadel, dependent only on her own wits and compassion. With all her friends and the wisdom of two princesses behind her, how could Twilight fail?

So that was encouraging. Also encouraging was the sheaf of copied pages Celestia had dug up for her from the _Codex Monstrum_, an enormous tome that dealt with every magical menace in Equestrian history, from Discord to the parasprites. More than just a repository of history, it had spells for use against such dangerous creatures—and Celestia had found for her a special, ancient spell, developed to subdue the influence of a Nightmare for a time. It was complicated and required a great deal of focused study and deft manipulation of the magical currents—but Twilight Sparkle was no stranger to that. And certainly it made her feel a little better to know she wouldn't be going into this project completely unarmed.

But like Applejack said, they would have to catch her first. The pages from the _Codex Monstrum_ claimed that a Nightmare's magical capacity depended on the health and strength of the pony to which it was attached. And as Twilight recalled, Trixie's actual magical abilities had been less than impressive—they certainly were to the Ursa Minor, at any rate—so perhaps with all five of her friends to help, this Nightmare would be a bit easier to capture. And once it was, she could use the spell.

And then the really hard part would begin. Twilight cringed as she glanced over at the other stack of papers and books she had yet to work through. That had been work of an entirely different sort.

Twilight sighed and thumped her head against the table. Making friends in Ponyville the first time she went there hadn't even been on her agenda; it just sort of, well, _happened_, and when she looked up, she had friends and she wasn't sure how it happened. It wasn't the most pressing of her research questions, but perhaps it should have been, because now she had to purposefully set out to make a friend. And not just any friend; she had to make a friend out of someone so angry with her that her anger had called forth from the dark well of arcane power a spirit that made her exponentially stronger.

She turned her eyes back towards the other stack of things to go through and felt a bolt of determination rush through her. The Great and Powerful Trixie was a mystery all on her own, but not for long. Mysteries were things you didn't know—_yet_.

—

A single bright blue bulb of that noxious weed of the Everfree Forest, the poison joke, floated in midair amid a flickering red glow—and then the glow vanished and it went plummeting down, into the gaping maw of a vast cast-iron cauldron. Flames licked up the sides and a green, glowing liquid began to roil. Standing over it all, Lapis Lazuli cracked a smile. It had failed so many times before, but such was the art of potions and cauldron magic—a constant dance of trial and error.

"Just a touch of light this time," she murmured, and bent her head low over the bubbling substance, horn sparking to life. A single glittering point fluttered down into the liquid; Lazuli stepped back as the cauldron began to bubble, and then a vast cloud of green smoke burst up and began to spread. A soft green glow rippled up from the smoke and bathed the chamber in eerie light.

Lapis Lazuli tilted her head up to point her horn into the heart of the cloud and sent another pulse of magic into the concoction. The cloud flashed again—and then it settled on a bright green shine, a light that filled the cavern...and beyond. She looked down and smiled triumphantly at the foggy sight beneath her—at the ground made transparent, at all the catacombs and caverns, at all their twists and turns laid bare before her. They extended down for what looked like miles, down through the abandoned quarries, down through the catacombs, through winding tunnels and gaping chasms...and then it stopped.

The light began to fade. Lazuli's smile did likewise. It just stopped—down there, a pit of blackness, a void, where there should have been something. There was no way the magma could have just _disappeared_; no one had magic that powerful. If it was gone here, that meant it would have had to be sent somewhere else—but that made no sense. There weren't that many volcanoes in Equestria. Even if the magma was gone, the chamber would still be there. It could not have been changed that dramatically.

At last, the light disappeared, and the chamber was dark once more, save for an ethereal glow from the last bubbling remnants of the concoction in the cauldron. Suddenly the torches around the room lit up, and the air echoed with a stallion's voice chuckling knowingly, and the sound of hooves on rock.

"Still trying that transparency spell, are you?"

Lazuli looked up as a black stallion, with wings and horn and a mane and tail made of undulating fire, stepped into the room from a craggy tunnel. "I'm sorry, master," she said, and looked back down shamefully at what was left of the potion. "I thought this time I could make it work."

"And that's what I like about you, Laz," laughed the stallion, and he sidled up next to the blue unicorn and threw a wing around her, ignoring her squeak of surprise. "I tell you that Princess Celestia has enchanted this whole mountain with power no ordinary pony could match, and you go and try to subvert her spells anyways. It's persistence, it's confidence, and it's madness, all rolled into one."

Lazuli glanced away bitterly. "I thought it was just madness."

"Oh, don't be so hard on yourself, Lazzie," he crooned. He tugged her close and grinned at the blushing unicorn. "If it was that easy I would've done this myself years ago." He stepped away in a whirl of flames, leaving behind him a flustered Lazuli. "Anyway! I hear you've been busy cracking skulls in my absence? Metaphorically speaking, of course."

Lazuli blinked for a moment and recollected her wits. "J-Just the usual foolishness," she sputtered.

"From the brothers, I'm sure," sighed the stallion. "The health drinks one and the angry twitchy guy?"

"I don't know why you keep them around, master. There are better criminals in Equestria to serve you. More dangerous, more effective, _and_ more tolerable."

"Oh, perhaps," he mused. "Then again, they do have their uses. After all," he shot a sidelong glance towards Lazuli, "I can't go sending _you_ out to do all my errands. Attract too much attention, you would." Lazuli blushed bright red again as the stallion turned around again with a smirk. "Anyways! You keep trying with that spell, if that's what makes you feel better, and try not to get Barbell's gang killed with your infinite disdain for them. And don't worry about a thing. The plan is right on track."

—

The sky had turned to the color of flame when Twilight sat back with a heavy sigh. Research into the mysteries of eldritch creatures was one thing; research into a living pony with an actual history, well, that was something else. And the blue unicorn mare named Trixie was something of a test for a reader more familiar with ancient tomes than with town records, school reports, and newspaper clippings.

"So," Spike sighed, as he idly played with a pencil, "what've we got?"

Twilight frowned at the pages before her. "Not much." She turned one of them over and felt a sting in her heart. "This says she was an entered into an orphanage in Baltimare."

Spike peered over the paper. "Her parents...?"

"I'd hope not." Twilight scanned a bit further down the page. "They left her there as a foal, and then a year later the orphanage shut down, so she got sent to another one. And," Twilight turned to another page, "a couple years later she was sent to another one in Manehattan," another page, "and then another one in Fillydelphia." She found the last file, from a magic school; an average student, with average abilities, it looked like the bombastic Trixie would have led an average existence, if not for a chance meeting with a traveling showmare. "I wonder if this is why she turned out to be a, well, you know—"

"'Jerk,' Twilight," Spike said. "The word you're looking for is 'jerk.'"

"Spike!"

"What? It's true!"

Twilight huffed and glanced through the files again, and her indignant expression fell. "It looks like she didn't really have any friends." She glanced back up at Spike. "_That_ remind you of any 'jerks' you know?"

Too late, she realized her mistake. Spike grinned back. "You don't want me to answer that, do you?"

"No." She pushed the pages aside. "I dunno, it makes sense. All on her own, no friends, getting shuttled around from orphanage to orphanage..." She shuddered. "Jeez, makes you wonder if I would've turned out to be a snob if I hadn't gone to Ponyville."

Spike snickered and Twilight glared at him until he stopped. "Well anyways," he started, "uh, so does that mean you feel sorry for her or something?"

"Of course I do! We're trying to befriend her, so it would help if we assume that she's actually a good pony underneath all the bluster and bravado. Okay?"

"Okay, okay. But that's just gonna make it harder, y'know."

Twilight's ears went flat. Of course it would make things harder. Arrogance did not beget trust in others. But she knew how it felt to be without friends. Only her brother had been around, and for a while, that had seemed like it was enough; then he went away to train for the Royal Guard and the loneliness set in. Loneliness begat her workaholic ways as she studied her way into the School for Gifted Unicorns, but all that ever did was cover it up until she forgot it was there. Then there was Spike, but their relationship wasn't quite the same.

And then there was that spark of joy and togetherness, the rush that went through her when she heard her friends coming to help her as she stood alone against Nightmare Moon, seemingly bereft of the one weapon that could bring her down. That was something that deserved to be shared, with anypony who was willing to accept it. And there was no way Trixie, even in this Nightmare state, was so evil that she couldn't be reached that way.

While Twilight ruminated, Spike sat up and started rifling through the pages. "Y'know," he began, "now that you bring it up, I wonder why she was dropped off in an orphanage in the first place."

Twilight sighed. "The files didn't say. But it's strange. I don't get why her parents would have just dumped her off there instead of trying to raise her themselves."

Spike peered over one of the pages for a moment. "Maybe jerkness runs in the family."

"Spike!"

"What?"

Twilight glared. "Jerkness isn't genetic. It's a behavior and an attitude picked up from environment, upbringing, and all sorts of other stuff."

"Oh, fine." He tossed one page aside and took up another. "But still, dumping your foal off in an orphanage is a pretty jerky thing to do."

"Maybe they were poor or something and couldn't afford to raise her." She yanked Spike up by the tail with a tendril of magic. "We _are_ trying to be optimistic here, remember?"

"You can be optimistic," grumped Spike. "I'll be the pessimist, a.k.a. the one who understands what's really going on."

Twilight glared and tossed him over her shoulder, and then set herself back to work on those ancient pages from the _Codex Monstrum_. All these ruminations about Trixie and her past and how to befriend her would be moot if she was still a snarling beast—and so Twilight dove back into the _Codex_, determined to figure out how to catch a Nightmare.

—

It was another two hours of studying and a third hour of wrangling her friends and finding something to eat, but, armed with cookies and coffee, it didn't take too much work to corral the other five ponies back into the library. It took a lot more cookies to get Pinkie Pie to sit still long enough to pay attention, and it took still more coffee to keep Applejack awake, but eventually Twilight managed to summarize the findings of her research—in "non-egghead form," at Rainbow Dash's insistence. "So," Twilight said, and brought her empty coffee mug down on the table with a _clack_, "ideas! How are we going to catch this Nightmare?"

Silence reigned for a moment before Pinkie sat up. "I know!" she exclaimed. "A—"

"No parties," Twilight interrupted.

Pinkie scowled for a moment before her smile surged back up with full force. "Okay! What if we baked a giant cake and all of us hide inside it, and we use it to lure her to us, and—"

"I am _not_ baking myself into a cake," Rarity spoke up.

"'sides, we'd probably lure over somethin' else instead," sighed Applejack. "Somethin' that probably wouldn't mind eatin' a pony anymore than a cake."

"W-We could try talking to her," Fluttershy added. "I vote for talking."

Twilight and Applejack shared a look. "Um, I tried that," Twilight said. "Nightmare Storm wasn't very interested in talking."

"Yeah, we need _action!_" Rainbow Dash cried, and thumped a hoof on the table. "I say we go right out there and hunt her down and knock her out with our bare hooves!"

Applejack arched an eyebrow. "Uh, we tried that too, sugarcube. An' unless you got more magic than Twilight here stuffed up inside that ego of yers—"

"What, you think I can't take her?" scoffed Rainbow. "Besides, there will be all six of us—" Fluttershy squeaked and tried to hide under the table— "err, five of us, so there's no way she'll last that long. And Twilight _did_ beat her once before."

"And she _did_ run away at the sound of the rest of you coming," Twilight mused.

"Of course," groaned Rarity, "leave it to Rainbow Dash to suggest the most barbaric thing possible."

"Hey!"

"I still think a party is a good idea," Pinkie declared. "Think about it! We got a party going, everypony's groovin', Nightmare Meanieface is having a good time, and then _BAM_, we throw a big net over her!" She paused pensively for a moment. "But that wouldn't be very partylike. Or very friendly..."

"Neither is trying to kill Twilight," Rainbow grumbled.

"I-I still vote for talking," Fluttershy mumbled.

"Yer all bein' crazy," Applejack said, and threw up her hooves in annoyance.

"Crazy? I'll show you crazy!"

Twilight Sparkle buried her face in her hooves—and at her side, Spike eagerly munched on a bag of popcorn. "So I see this is going great," he cackled.

"Well, I'll fix their wagons," Twilight growled—and with a flash of magic, every single coffee cup, every single cookie, and the coffee pot in the middle of the table disappeared. The fighting instantly stopped, the other five ponies looked on in surprise, and then Applejack slowly turned towards Twilight.

"Twi, gettin' between a mare an' her coffee is cruel."

"And you can have it back when we've focused," Twilight said. "But right now, I need all of you to help me think of a way to capture this Nightmare. And I can't do that if you guys are arguing!"

Everyone settled back down and, satisfied that she had lectured them into compliance, Twilight brought back the coffee and cookies with a spark. Pinkie immediately swept three of the cookies into her mouth.

"Well," she said around a mouthful of cookie and chocolate chips, "I do have another idea..."

"_No parties_."

"It's not a party!" She grabbed her coffee cup. "Okay, hear me out, pretend this is Nightmare Meaniepants..."

—

Twilight Sparkle hated it when Pinkie Pie made sense. It seemed like such a gross violation of the laws of nature for so many whirling, crazy thoughts to somehow arrange themselves into a coherent whole, like shaking a box full of loose watch parts and coming up with a watch in anything less than millions of years. On the other hoof, her plan actually did seem like it could work—maybe because it was so crazy that there was no way Nightmare Storm would see it coming. Anger the Nightmare enough to make her fighting sloppy, wear her down with harmless illusions and general annoyances, weaken her with a little bit of actual fighting, and then knock her out if they couldn't talk her down. And of course it had that particular Pinkie Pie flair that would probably make Nightmare Storm that much angrier once it happened.

And so, Twilight Sparkle wearily made her way back to her room in Canterlot's illustrious castle. What she thought would have been a day trip to Canterlot had turned into two, and they would be setting out tomorrow before dawn to get to Everfree before anyone else was awake, and throw their plan into action.

She perked up at the sound of hooves, and blinked in surprise at the sight of the sparking, wavy mane of Princess Celestia, as Equestria's ruler strode down the hall.

"Twilight," she said with a gentle smile, "good to see I caught you before you headed off to bed."

"Princess Celestia!" Twilight rushed over. "I didn't know you were still up!"

"Why?" Celestia quirked an eyebrow. "Is it past my bedtime?"

"Err, I—"

"Anyways," Celestia swept a wing over her flustered, most faithful student, "I wanted to tell you, Twilight, that I am very proud of you. The decision you made about this Nightmare is not an easy one, but it takes kindness and compassion to try to save the pony underneath the Nightmare from the anger that fuels it."

Twilight shuffled her hooves awkwardly. "Well, um, I mean," she cringed, "Trixie was mean to us when she came through Ponyville, and everypony else is probably right when they say she's going to be a jerk, but that's no reason to have to _die_..."

Celestia's smile faded. "Not to you, at least."

"Yes. Not to me."

The solar princess was pensively silent a moment before she nodded towards the door, and together princess and student headed down the marbled halls of the castle. "It's a noble decision you've made," she said, "but I don't want you to be under any illusions about what you're up against."

"I'm not," said Twilight, "and speaking of that, I really want to thank you for letting me read the _Codex Monstrum_. There was so much information there, I wish I had time to go through the whole thing. Living right next to Everfree I could do all sorts of field studies, and maybe update the records, because some of the entries on the manticore were out of date or at least they didn't mesh with my observations and—"

She fell silent as she looked up and saw Celestia's sad smile. "Another time, Twilight," she said, and led her student towards a quiet balcony. "In the meantime, I trust the _Codex_ was helpful in figuring out what to do about the Nightmare?"

"Very! That suppression spell will be a lifesaver!"

"Good, good." They came to a stop at the balcony's railing, overlooking the still-bustling city of Canterlot, and the flickering city lights. "And the files on this Trixie?"

Twilight's face fell. "Yes...those were helpful too." She glanced up at Celestia's inquisitive face. "They were...pretty depressing, princess. Her parents put her in an orphanage when she was very young, and she got moved around from place to place until she was old enough to go out on her own. And I just don't understand. The files didn't say. Why would parents give up their child that easily?" She looked up sadly towards the princess.

Celestia looked back out towards the city for a moment. "Not everyone is fit to be a parent," she said somberly. "And fate doesn't always conspire to let parents keep their children. Perhaps they gave her up because they felt they could not afford to raise her properly."

"I hope so," Twilight murmured. "It doesn't look like she had any friends or anything, and I know what that's like. And, well, looking at it from her perspective, I can see why she turned out to be the way she is." She wrinkled her nose. "Or, the way she _was_, before she became this Nightmare."

Celestia eyed her student with a knowing smile. "Well," she said, "if nothing else, you must always remember to try to look at things from her perspective. Especially if she has such a difficult personality. It is an important lesson to remember, always." She closed her eyes. "And it is not easily learned."

Twilight frowned. "What do you mean...?"

"Do you know the story of Nightmare Moon, Twilight?"

"O-Of course I do, princess—"

"_All_ of it?"

Twilight fell silent. "There's more to it? I mean, I thought..."

Celestia turned her eyes south, towards the dark, shadowy void of the Everfree Forest, and Twilight felt a chill rush down her spine. "Most of the details are lost to time," Celestia said, "and I would rather they stay that way. But they are not lost to my memory."

"It was worse than the storybooks said?"

The princess fixed her eyes on a spot deep in the forest, and Twilight strained to see it in the darkness. "When my sister transformed into Nightmare Moon, I could not immediately summon the Elements to stop her," she explained. "Instead, Nightmare Moon took over our old castle. I could not raise the sun or control the moon with her around. So my sister and I fought a civil war against each other, for ten years, while Equestria withered under endless night." Twilight went cold as she saw the suffering flash through her mentor's eyes. "Only by my power did our people avoid complete starvation, and even then, there was still famine and the war brought enormous suffering throughout the land. And only by some miracle was I able to avoid becoming the same thing Luna had become."

Twilight gasped. "You mean...you almost...?"

"Nightmare Moon's power and fury was so great that it warped the very land around her, and twisted its creatures into monstrous parodies of nature," Celestia went on. "And when we finally took the battle to our old castle, I made no effort to talk to my sister, or to direct the Elements' powers. I could not; she had brought too much suffering, and when I looked at Nightmare Moon, underneath it all I still saw my sister, the very pony who had brought this blight upon our kingdom. And so I banished her to the moon for a thousand years."

They both glanced up towards the sky, as the shimmering silver crescent of the moon climbed through the heavens. Twilight felt another chill run through her. The books had said little about the real nature of the conflict between Celestia and Luna—and nothing at all about what the solar princess herself had gone through.

"And for a thousand years," said Celestia, "I bore both our burdens and ruled this land alone. And once the damage was repaired and the lands had recovered, I began to feel regret. I had thought my sister was being a spoiled brat, and when she became Nightmare Moon, I thought she had become as evil as Discord. But once she was gone, I couldn't help but wonder if perhaps I could have ended our conflict differently. Perhaps if I'd taken seriously what had motivated her to this madness, I could have ended it with much less suffering. If I'd tried to see things from her perspective—no matter how angry I was with her. But I didn't, and we both paid the price.

"And that," she finished, looking back at Twilight, "is why you must never make the mistake I made. Trixie is a Nightmare now, and a Nightmare will stop at nothing to satisfy its desire for revenge. You can prevent it from doing so—but Trixie will be no easier to deal with for it. And you must always remember that, if you're ever going to pull her away from these destructive forces."

Twilight bowed her head. "I understand, princess."

"I know, Twilight Sparkle." She bent her head down to give her faithful student a reassuring nuzzle. "You can do this. And you will succeed. I'm sure of it."

Twilight looked back up towards her smiling mentor and felt her doubts melt away, like ice under the summer sun. Of course she could do this. Princess Celestia would not let her try if she couldn't.

"I won't let you down, princess."

"I know. Now," she nodded towards the door, "you should get some rest. You have a difficult day ahead of you tomorrow."

Twilight trotted back to her room on her hooves, but her heart soared. The princess had faith in her. Her friends were with her. Trixie was as much a victim as anyone else. They had a foolproof plan. For the first time in the past two days, Twilight looked forward to this new project. A new friend, a pony with whom she could talk about magic, a vast new world of magic and friendship to explore...

_Bring it on, Nightmare Storm. We're ready for you._

—


	4. Chapter 4: On the Hunt

Nightmares

—

Chapter 4: On the Hunt

—

The dew still clung to the leaves and the sun had just crested over the horizon as Twilight Sparkle stepped gingerly through a shadowy path in the Everfree Forest. The nocturnal creatures of the forest were probably beginning to drift off to sleep about now, and the diurnal ones were probably beginning to wake up. But hopefully they would all be too groggy to get in her way—because she had important work to do.

Twilight picked her way down a slope and made for a relatively open space under the foliage, making a point to step on twigs and make as much noise as possible. "Where are you, Nightmare Storm...?"

Of course, they would have to bring Nightmare Storm down first, and that meant a repeat of the other day's furious battle in the forest. This time Twilight was prepared and she'd spent the chariot ride back to Ponyville practicing a variety of defensive spells—but half the battle would depend on her own ability to keep the sinister shade occupied long enough for her friends to make their own contributions.

She stopped in the clearing and looked around—and then a movement caught her attention from the corner of her eye and she threw herself to the ground, just in time for a rock to streak through the air over her head and slam into a tree on the other side. Twilight leapt back up, tensed and ready for action.

"Well, well, well," purred Nightmare Storm, as she stepped out of the shadows, smoky mane whirling around her. "Come to tempt death a second time, have you, Twilight Sparkle?"

"I'm not afraid of you," Twilight shot back.

Nightmare Storm flashed a dangerous grin. "You _should_ be," she said—and then her horn crackled to life with sparking blue magic, and a swarm of rocks and branches from the forest floor rose up into the air. "And by the time I'm done with you, you _will_ be!"

The black unicorn flung a wall of forest debris at Twilight; the purple unicorn threw up a barrier to block the barrage and backed away, back towards the slope. Nightmare Storm advanced and fired off a pulsing beam of light; Twilight leapt to the side with a yelp and cringed at the sight as it burned away a tree and left nothing but ashes in its wake.

"That wasn't very nice!" she sputtered.

"What part of 'trying to kill you' do you not understand?!"

The black unicorn charged forward, head bent down and horn held out; Twilight leapt back up to her feet and charged in the opposite direction. Nightmare Storm launched another blast; Twilight lunged to the right to let it sear by, and then put her head down and plunged ahead.

"Running away?!" snarled Nightmare Storm.

Twilight jumped over another blast, and as soon as she hit the ground she whirled around and fired back a shot of her own. Nightmare Storm flung herself down and then darted forward with a furious growl. Twilight whipped around and galloped away, with Nightmare Storm in hot pursuit.

Up ahead, Twilight caught sight of the first part of the plan, and cracked a confident smile. Stage one was in place; time to make some noise. She dove under a branch, ducked under another shimmering blue bolt of magic, and then leapt forward and whirled around to face her attacker. Nightmare Storm lunged after her with a feral scream—

...and then she disappeared beneath a gigantic cloud of confetti, balloons, and streamers. The sinister shade reappeared under it all with a baffled look, just in time for a huge glob of cake mix to slam into her from the side; and then, as the dazed unicorn staggered out of a pile of batter, Pinkie Pie dropped out of the trees and squashed a whipped cream pie straight into her face, then jumped back and screamed, "_SURPRISE!_"

And then the whole forest seemed to go silent in anticipation. Pinkie stayed up on her hind legs with a grin that outshone the sun; Nightmare Storm stood there in complete confusion, covered in confetti, cake batter, and whipped cream; and Twilight sat back and just watched as the whole thing began to come to a boil.

A moment later, Nightmare Storm's eyes flashed bright white, and with a thunderous gust of wind that sent Pinkie flying onto her back, the black unicorn vanished a plume of smoke and then reappeared, batter and frosting-free—and very, very angry.

"_You dare make a mockery out of me?!_" she screamed.

"Oh no, we just made her mad!" groaned Pinkie.

"That was the point," Twilight hissed back.

"Oh right—"

"YOU _DARE_ MAKE A MOCKERY OUT OF ME?!" Nightmare Storm howled, sparks flashing dangerously around her horn.

"Well _duh_," Pinkie laughed, "it was a _surprise_, after all, I mean, you can't just _tell_ somepony that you're gonna prank them 'cuz that would ruin the _surprise!_ You really need to lighten up."

Nightmare Storm shook the earth with a bloodcurdling roar and the forest shuddered as blue claws of magic tore the trees around them out of the ground by the roots. Pinkie and Twilight cringed at the sight of several large trees hovering menacingly above them.

"Is this the part where we run?" Pinkie asked quietly.

"This is the part where we run," said Twilight—and together they took off like a shot, with a howling Nightmare Storm in furious pursuit.

"So," huffed Pinkie as she and Twilight ran for their lives, "why did we make her mad again?"

"So she'd get sloppy with her fighting and fall for our tricks," Twilight whispered back.

The ground around them rattled as the Nightmare brought her uprooted trees down around the two fleeing ponies with a crash. Twilight lit up a magical barrier to deflect their fall, long enough for herself and Pinkie to slip through—but Nightmare Storm vaulted over the fallen trees with a wild scream and sent them both scrambling away under a hail of magical blasts.

"So, uh—" started Pinkie.

"_Yes_, I'm still sure this was a good idea," Twilight hissed.

Pinkie shot a disbelieving glance over her shoulder at their enraged pursuer. "Um, why?"

"Just go on ahead to get Rarity," Twilight shot back, "and I'll keep her busy." And with that, she whirled around, planted her hooves, and fired back a pulsing energy burst of her own. Nightmare Storm ducked under the blow and kept coming; Twilight jumped into her path and the two locked horns.

"_Insolent little fool!_" roared Nightmare Storm, and with her superior strength she began to push Twilight back in the dirt. "I will tear you limb from limb for this!"

"That's not very nice!"

Nightmare Storm snorted and shoved Twilight back; the purple unicorn stumbled away and struggled to stay on her feet. She turned back towards her foe, horn crackling with light—and then another sound went ripping through the forest air. A bone-rattling primal roar sliced through the forest, a tree off to the right split in two—and through the carnage stepped a huge, muscular, growling manticore, with eyes glowing bright blue.

Twilight blinked. "That's cheating!" she cried, and pointed at the snarling beast.

Nightmare Storm grinned. "There is only one rule in the Everfree Forest, Twilight Sparkle: _kill or be killed!_"

With that the manticore lunged forward with a bone-crushing swipe from its claws. Twilight skittered back and took off running again—but this was a much bigger and much angrier manticore, and one that immediately took to the air with a vicious howl. Twilight glanced back up towards it—and then jumped to the side to dodge another blast from Nightmare Storm.

"Okay, fine, two on one, whatever," Twilight grumbled, and paused in her muttering long enough to duck another swipe from the manticore. "There's more than one way to deal with that!"

She rolled under yet another blast from Nightmare Storm, then sent a bolt of magic skyward, to wrap around a heavy branch and yank it back. The manticore swept down towards her—only for Twilight to let the branch go to smack it hard in the face and send it crashing back to the ground, dazed.

Twilight smiled and looked back triumphantly towards Nightmare Storm—but the black unicorn closed the distance between them with a snarl and sent Twilight sprawling into the dirt. Nightmare Storm stepped forward with a wicked smile and then moved aside as the manticore got back to its feet, teeth bared. Twilight cringed as it stalked towards her, claws out—

...and then something drifted by, shimmering with light blue magic. The manticore perked up and followed as a long, wavy vine drifted by—and it followed, batting at it with its paws and chasing as it floated away into the forest.

"What are you doing?!" Nightmare Storm snarled. "Kill her! Get back here and—_no!_ Where are you—no, you stupid cat!" Twilight took the opportunity to slam the black unicorn head on with a blast of magic and then duck into the forest herself. Nightmare Storm shook her head and whipped around—only to find her purple prey nowhere to be seen. And then Twilight appeared in a flash, running between a tree; Nightmare Storm launched a magic blast at her—but nothing was there when the smoke cleared. "Oh no you don't..."

Behind a heavy rock, Twilight caught her breath and smiled gratefully at Rarity. "Thanks for the help there."

"Oh, Opalescence _loves_ the string toy," she whispered back, horn glittering with light, "and he _is_ just a great big kitty after all."

Twilight peered carefully over the rock, where she watched illusions of herself darting between the rocks and trees, and Nightmare Storm firing volleys of magic after them. "How long can you keep this up?"

"All day, darling. Although I do hope she tires of this soon, I'm going to get a cramp sitting out here."

Twilight slumped back down wearily and put a hoof over her still-wildly-beating heart. "Good. Where'd Pinkie go?"

"I sent her to go get Applejack and Rainbow Dash."

"Good, then after we wear out Nightmare Storm—"

"_ENOUGH!_"

The world shuddered and the sky came alive with crackling blue magic—and all at once, trees splintered, rocks shattered, and Nightmare Storm rent the forest with a stunning shockwave. Rarity and Twilight leapt to their feet in disbelief as the arcane power circled the seething black unicorn like lightning.

"Your little game has been very clever, Twilight Sparkle," she growled, and began to stalk towards the two unicorns with fury dripping from her voice. "But if you thought you could defeat me by insulting my intelligence and distracting me with petty charlatanry, you made a _terrible_ mistake."

Rarity turned up her nose. "_You're_ one to talk about charlatanry, _Trixie_."

Nightmare Storm let loose a furious howl and launched a beam of magic that Rarity barely ducked. She came back up and grimaced at the singed end of one of her curls.

"Or...maybe not...?"

"My patience," hissed Nightmare Storm, "is at an _end_. Twilight Sparkle will die, no matter how many of the rest of you I have to kill too." Her horn sparked to life. "So let this end now!"

"_Not likely, sister!_"

A blue blur came streaking out of the carnage and slammed hard into Nightmare Storm's side, sending the black unicorn tumbling away. It landed with a clack of hooves, the wreckage split apart, and Applejack and Rainbow Dash dug in their hooves and steeled themselves for a fight.

"Don't you even _think_ about hurting our friends!" Rainbow shouted, wings snapped open.

Nightmare Storm leapt back to her field and charged with a primordial shriek, and she, Rainbow Dash, and Applejack descended into a flurry of flying hooves and kicks. Twilight started forward, but glanced back at Rarity.

"What about Fluttershy and Pinkie...?"

"Don't forget about us!" squealed an on-cue Pinkie Pie, who bounced into the clearing from who knew where—followed immediately by a low-flying Fluttershy, flinching at every blow and near miss traded in the melee between Nightmare Storm and her two furious opponents.

"Fluttershy!" Twilight cried. "What about that Stare thing of yours?"

"I-I can't really control it," stammered Fluttershy, "and, I mean, she's so violent, and—"

They both fell silent as Rainbow Dash went spiraling into a tree and collapsed to the ground in a painful heap.

"Rainbow Dash!" Fluttershy cried, and rushed over. "Are you okay—"

"You'd better be more worried about Smokey over there," Rainbow growled, getting back to her feet, "because I am about to _rip her apart!_"

"That wasn't the plan—" started Twilight.

They shut up again as Applejack came tumbling in next and rolled to a stop at Rainbow Dash's feet. They all looked up towards the middle of the clearing, where Nightmare Storm glowered at them all, a glowing sphere of energy at the tip of her horn.

"_There!_" she snarled. "You are _done!_ Defeated! All of you! And now—"

And once again, Nightmare Storm and everyone else went silent—this time at the sound of thundering footsteps. The forest shook. The trees rattled. Twilight felt her heart sink as every rumbling step shook its way through the ground. And with a snapping of branches, the tree line overhead broke apart and the terrifying form of an Ursa Minor lifted its head towards the heavens and let loose an earthshaking roar.

"Um," said Rainbow Dash, "is that a good thing or a bad thing?"

The Ursa slammed its front paws down on the ground and its blood-chilling shadow fell over the clearing—over the six ponies huddled together in fear, and over a stunned Nightmare Storm.

"Where'd that thing even _come_ from?!" Applejack sputtered. "Did we wake it up or somethin'?"

Nightmare Storm whirled around, eyes burning with fury and a bright blue bolt of magic building at the tip of her horn. "_No!_ It was bad enough when her friends showed up! Not you too! _No more!_"

Twilight's eyes went wide and she reached forward. "Wait, Trixie, no—!"

Nightmare Storm launched her spell forward, into the Ursa's chest. The giant creature roared in pain—and then backhanded the blast straight back at its source. Nightmare Storm backed away, but too late; the full brunt of the blast came pounding down onto her. She skidded to a halt, smoke rising off her body—and then the Ursa smacked her again with its giant paw and sent her flying, and she slammed hard into a tree and collapsed in a motionless heap. The Ursa plucked her off the ground and held her up high, teeth bared—

"Excuse me, mister, but just _what_ do you think you're doing?!"

Everything went silent and the Ursa blinked in complete befuddlement at the sight of a yellow pegasus with a long pink mane, arms crossed, looking incredibly disappointed as it floated up into the Ursa's line of sight.

"Wait a minute, Fluttershy?!" Twilight sputtered. "But that's—"

"No no, remember, she's Fluttershy!" Rainbow exclaimed. "This is gonna be _so cool!_"

"Just who do you think you are trying to eat other ponies?!" Fluttershy demanded.

The Ursa looked down at Fluttershy's battered and bruised friends, and then at Nightmare Storm, and then back at Fluttershy, ever more confused with each step.

"Just because she's being mean and nasty to us is _no excuse_ for you to come hurt her!" Fluttershy flew up into the Ursa's face, eyes wide, and down below her friends cringed at the sight of the infamous Stare in action. "You should know better! I know for a _fact_ that your mother raised you with better manners than that, young man! You should be ashamed of yourself!"

Down below, Applejack blinked. "'kay, ah'm lost."

"Me too!" Pinkie squeaked.

"Now you put this pony back down on the ground _right this instant_, young man," Fluttershy continued, inching closer to the nervous Ursa with every word, "and you go right back to your cave and you _think about what you've done_." She landed on the Ursa's nose and inflicted the full power of the Stare directly into its eyes. "_Do I make myself clear?_"

The Ursa sheepishly nodded, set the unconscious Nightmare Storm down, and then slinked back into the forest with a whimper—and that was that.

Fluttershy landed and immediately rushed over to the black unicorn's side, while her friends sat in a daze. Twilight was the first to break out of it with a hard shake of her head.

"So now you've told off a dragon, a cockatrice, _and_ an Ursa," she said.

"Wow!" Pinkie exclaimed, and the spell was instantly broken. "You're the best animal tamer pony whatever _ever_, Fluttershy!"

"Y-Yeah," coughed Applejack, "ah hope ya only ever use those freaky powers fer good."

Fluttershy kept her attention focused on Nightmare Storm. "She's hurt very badly," she said. "We'll have to get over to Nurse Redheart to see what all has happened to her."

"But before we do that," Twilight said, "I've got something else to do first." And with that she bent her head down over the black unicorn and enveloped them both in a warm glow of magic. Twilight frowned at the feeling of something pushing against her as she manipulated the currents of magic between herself and the unconscious pony. The Nightmare was weakened—or at least, made powerless by its weakened body. It clawed and fought and recoiled at her every effort, but by now it was too taxed and too weakened from the battle and the beating the Ursa had delivered. Twilight screwed her eyes shut and pushed the currents down. The Nightmare seemed to scream—Twilight's mind echoed with a shriek of powerless rage—but slowly the wriggling shade descended into blackness and Twilight felt a sense of completeness rush through her. The Nightmare was secure, at least for the time being.

And so she stepped back and opened her eyes, and her friends gathered around her in silence, as they all gazed down at the battered, bruised, bloodied, but still breathing body of the ignominious magician, Trixie.

Rainbow frowned. "Can I stomp on her a little?" "No!" Twilight yelled.

"Just a little!"

"I said no!" She turned towards Applejack. "We're gonna need someone to carry her back to Ponyville."

Applejack looked down dejectedly at the unconscious pony and heaved a sigh. "Yeah, yeah. String 'er up, let's get goin'."

—


	5. Chapter 5: Trust Me

Nightmares

—

Chapter 5: Trust Me

—

Nurse Redheart decided to dispense with the questions entirely once Twilight and her friends explained that the battered blue unicorn they'd brought with them had been found in the Everfree Forest. The damage made them all cringe, especially Fluttershy—four broken ribs, a few hairline fractures, some muscle sprains, some burns, and a concussion for the ages—but after being smacked around by an Ursa Minor, the Great and Powerful Trixie was lucky to still be in one Great and Powerful piece. So maybe that would settle her down when she inevitably woke up and got mad.

Or it would just make her angrier. Twilight couldn't tell which.

Now the work was left to an ancient unicorn healing spell, meant to do the hardest work of mending broken bones. It also conveniently left Trixie nice and unconscious, which was good, because they had to move her over to the library and Twilight did not really want to deal with that while also dealing with a waking and very angry unicorn.

So they had Trixie in a hastily-prepared bed upstairs, sound asleep, letting the spell heal the worst of the damage to her body. It had fallen to Spike to make sure she didn't do anything stupid up there, much to his displeasure, and Fluttershy had promised to come by as often as possible to help tend to Trixie's injuries. That was also good, because Twilight's medical knowledge extended only to the healing spell and she had little to no bedside manner, and testing it out on a subject like Trixie was probably not a good idea.

Applejack slumped down in front of the main table and wiped her brow. "That gal's heavier than she looks, ah'll tell you what," she sighed. "What's she been eatin' out there anyways? Pinecones?"

"So what if she wakes up?" Rainbow Dash asked, with an awkward glance towards the ceiling. "She's not gonna be happy to see you."

"She has four broken ribs and a bunch of other problems," Twilight scoffed. "Even if she wanted to, all she could do is lie on the floor and moan in pain. Spike and I will be fine."

"That's what ya said when ya went off to the Everfree Forest and ran into her in the first place," Applejack spoke up.

"Well she was up and on her feet and fully functional back then."

"And yet it took an Ursa to bring her down," piped up Rarity. "Are you sure you don't want one of us to stay here and help corral her in case she wakes up and turns violent?"

"Girls, please," Twilight laughed, "between us and the Ursa, we beat the stuffing out of her. And I can always cast the suppression spell again if need be. We'll be okay."

None of her friends looked convinced. Pinkie Pie bounced back up anyways. "Well!" she said. "I don't know about you girls but once she wakes up I say we throw _a party_ in honor of our newest bestest friend ever!"

Rainbow, Applejack, and Rarity shared a skeptical look. "Newest, bestest friend ever?" Rainbow deadpanned.

"Uh, sugarcube, ya _do_ remember Trixie, right?" asked Applejack. "Loud, arrogant, mite too full of 'erself—"

"—turned my mane _green!_" added an outraged Rarity.

"—and made me look stupid in front of everypony!" cried Rainbow.

Twilight buried her face in her hooves. "Girls, really, I know she was a jerk to everyone but this is all going to be pretty much impossible if you guys can't at least try to get along with her."

Rainbow crossed her arms defiantly. "I can _not_ stomp her head in," she said, "but that's about all I can promise." She glared up at the ceiling again. "_Especially_ if she's got an evil psycho killer mode."

Rarity fidgeted for a moment. "I will, of course, be the very picture of dignity and grace, but I must confess, I rather expect her to be..._abrasive_."

"An' ah'm with Rainbow," Applejack said flatly. "If she steps outta line ah'll buck her straight in the teeth."

"Well _that's_ not very nice!"

All eyes turned towards Pinkie, who was standing on her head and balancing a book on the tip of her back hoof.

"Um, Pinkie, what are you—" Rainbow started.

"I mean, yeah, so Trixie was a great big meaniepants when she was doing her magic show, and she turned Rarity's mane green and everything, but still!" Pinkie whirled around right side up and caught the book in her tail. "We're all jerks sometimes too! Right Twilight?"

Twilight blinked. "Um...?"

"Like that time you tried to create a friendship problem to tell the princess about!" Pinkie chirped.

Twilight blushed and pawed at the floor. "Oh, right, that."

"Or when Applejack broke the Pinkie Pie Promise she made to me!"

"A-Ah thought you got over that already!" Applejack protested.

"Or all the times Rarity gets into fights with her sister or whatever over her fashion stuff!"

"I beg your pardon?!" Rarity huffed.

"Or the time Rainbow Dash was being a super duper great big jerk about being a hero and we had to do the Mare-Do-Well routine to make her stop!"

Rainbow scowled and her ears went flat. "I'm still not over that, by the way."

"Or the time when Fluttershy turned into a vicious, spiteful harpy who reveled in the pain of her friends!"

Fluttershy frowned. "That was Discord's fault."

"No, the other time!"

"O-Oh." She promptly hunkered down on the floor. "D-Did I not say I was sorry enough? I'm sorry! I just—"

"And then there's _me!_" Pinkie cried, and balanced herself on her fluffy, poofy tail. "I mean, _gosh_, I'm just insane in the membrane, y'know? Like you just wind me up and pull the string and let me go and I'll _never_ shut up!"

"Are you going somewhere with this, Pinkie?" Twilight asked irritably.

"The point is," Pinkie hopped into the air and then balanced on the tip of her mane, and Twilight decided not to inquire into how that was physically possible, "we're _all_ great big jerks sometimes, just like Trixie! But we're all friends and we all love each other anyways 'cuz we're not _always_ great big jerks!" She pointed at all her friends with dizzying speed. "Rainbow Dash is super brave and loyal and Rarity is always making us beautiful clothes and Applejack is always there to help and Fluttershy is like the sweetest pony _ever_ and Twilight is super duper smart! And we're all still friends even though sometimes we're mean and stupid to each other! So!" She turned herself around again and balanced on one back hoof. "We should totally try it with Trixie! And then _she_ can be our friend too! And having more friends is _always_ worth it!"

Twilight and her friends shared an awkward look. "That was actually one of the more sensible rants she's gone on," Twilight said thoughtfully.

"U-Um, I'm with Pinkie," Fluttershy spoke up. "We should try to be her friend."

"Yay! Fluttershy's with me!"

Applejack and Rarity shared a concerned glance. "Well," Rarity said, "of course we'll try to get along with her, but you must understand, darling, that she will be very, ah, shall we say, difficult. And, well—"

"Since she's all crazy," Applejack added, "we're gonna worry no matter what ya say."

Twilight smiled. "I guess you wouldn't be my friends if you didn't."

"But if she _does_ do something," Rainbow put in, "I'll put her back down and I don't care how many of her bones I have to break to do it."

"Violence aside," Rarity said, with a disgusted look towards Rainbow, "that goes without saying."

Twilight sighed, ears flat. That was probably the best she could hope for from her friends. "Well as long as you guys give peace a chance before you try to kill her..."

"Wait!" Pinkie cried, and all eyes turned back towards her, where this time she was balancing on her nose. "What if Trixie is actually a really nice pony underneath her chitinous exoskeleton of jerkitude?"

"That's what I'm hoping for!" Twilight said. "I mean, there's got to be reasons why she turned out this way, and if we try to understand them—"

"Yeah, yeah, heard it already," Rainbow grumbled. "No parents, orphanages, no friends, whatever. So what? You didn't have friends and you didn't turn out to be a giant tool."

Twilight arched an eyebrow. "Gee, thanks." She looked around at her friends one more time. "Look, I know Trixie didn't treat you well, but her life is literally in our hooves now. If we don't get that Nightmare out of her, we'll have to use the Elements on her. And none of us want to do that, right?" They all awkwardly shook their heads. "Then we have to be nice to her, and we have to be patient, and we have to be her friends. She needs us right now, even if she doesn't know it. And we know what friendship can do, right?"

Rainbow quirked an eyebrow. "Last time, I seem to remember the magic of friendship being a big giant beam of light that we shot at the bad guy."

"Well, not this time." Twilight put her hoof in the air. "I need your help, girls. Are you all with me?"

"Ooh, me! Me!" Pinkie bounced over and threw in her hoof.

"M-Me too," Fluttershy added.

"Of course we are, darling."

"Sure thing, sugarcube."

Rainbow sighed and put in her hoof as well. "Yeah, yeah."

Twilight's smile shone like the sun and she threw her arms around them all. "I'm so glad I can count on you!"

—

Two days passed blessedly uneventfully, and by midmorning of the third day Twilight Sparkle was already uncoiling her cramping muscles from another long study session. Her library had unfortunately little to say about Nightmares or sleeping boastful obnoxious blue unicorn magicians, but that didn't mean she couldn't get anything else done.

She trotted over to the window and stretched in the warmth of the sun. Ponyville had already woken up hours ago and down below she could see Applejack with her cart, doing brisk business despite Apple Bloom's cutie mark-seeking presence. And off to the side in front of a house, she could see Derpy shoving letters into somepony's mailbox. Hopefully they were the right letters. And the right mailbox. With Derpy, the mail always eventually found its way to the right pony, but the path it took to get there was always uncertain.

Twilight glanced towards the stairs, where downstairs Spike was either dusting the shelves like he was supposed to be doing, or raiding the cookie jar again like he wasn't. Having a direct line to Princess Celestia, albeit through Spike's respiratory system, was certainly convenient; on the other hoof, like everyone else in Ponyville, she had to rely on the local mail carrier—this time for a quick apologetic note to Zecora for not showing up for their Moonbell hunt, and a note sent off to Canterlot for a certain pegasus named Seesaw.

That one had been diplomatic, at least. All he needed to know right now was that the Great and Powerful Trixie had taken ill and was staying in Ponyville to recover before she hit the road again. Which was technically true. Anyway, it wasn't really lying if you told the truth but just left certain parts out, right? And besides, she was the Element of Magic. Honesty was Applejack's job.

Perhaps the knowledge that she had fans—or, well, a fan—anxiously awaiting her triumphant return to show business would help speed along Trixie's recovery. At the very least it would get her out of Ponyville, and that was probably the best thing possible—before some fight erupted with her friends or something. But until then, she was still asleep as the spell worked its magic. There was no telling how long it would take, although bones tended to take longer to fix than flesh, but hopefully she would wake up soon. The anticipation was starting to drive her nuts.

Twilight trotted back to her desk and plopped herself down in front of a stack of loose papers. What _was_ going to happen when Trixie woke up anyways? She sorely hoped the blue magician's response would be one of gratitude—both for rescuing her from the Ursa and for deciding not to just incinerate her with the Elements of Harmony—and cooperation in getting rid of the thing. But that was probably not going to happen. If all else failed, there was that box in the basement and its few, dusty contents might make an adequate token of goodwill.

She idly lifted over one of her magic books and gazed over its embossed leather cover. No one in Ponyville was ever going to show as much interest in magical theory as she did, but having someone around to talk about practical magic with wouldn't be so bad. Rarity knew a bit about illusions and the other unicorns in town were all skilled enough at the basics, but Twilight's passions ran much deeper. Maybe somepony who depended on magic for a living would understand her interest. Or maybe—

Her thoughts came screeching to a halt as Spike waved a hand in front of her face. "Hey Twi, she's waking up."

"Wha—she is?! And I was all zoned out for it?"

"Yeah, you do that a lot."

They rushed over to the bedside and Twilight put on a smile as Trixie struggled to life, cracking her eyes open. She caught sight of Twilight; her bloodshot eyes went wide.

"Hi Trixie," Twilight started—

The next thing she knew, she and Spike were sprawled against the wall on the opposite end of the room—and a cloud of smoke had billowed up around Trixie.

"_You?!_" screamed the all-too-familiar voice of Nightmare Storm. "You _dare_ show your face before me again?!"

"Well this is going just swell," Spike grunted.

"Trixie! Calm down!" Twilight exclaimed, and got back to her feet. "You can't—"

The smoke burst apart and Nightmare Storm gingerly stepped onto the floor—and immediately her back legs buckled and she crumpled to a heap. "What have you done to me?!" she bellowed.

"Actually that was the Ursa that did that to you," Spike spoke up.

"Not helping, Spike!" Twilight cried, and promptly shoved him back against the wall. "Trixie, listen to me! You're really hurt and you can't go doing that and—"

"_Silence!_" Nightmare Storm roared, and fired a pulsing blast of magic. Twilight threw herself to the floor and let the beam sear overhead out the window. "I will not be mocked by the likes of you!" She struggled to get back up again, and her legs gave way and sent her back to the floor. "_I will not be humiliated_—"

Nightmare Storm yelped in surprise as something went sailing back through the window—and Twilight blinked as Applejack landed with a thump, threw herself forward, and promptly put Nightmare Storm in a headlock.

"Let go of me!" screamed the black unicorn. "Let go—"

"Twi, magic!" Applejack shouted.

Twilight darted forward and lit up her horn. This time the suppression spell was a bit easier; Nightmare Storm howled and thrashed, but the pulsing light enveloped her and Applejack backed away to let the spell do its work—and a moment later, gasping for breath with naked terror in her eyes, there was a bedraggled and battered Trixie.

"Well," huffed Applejack, "that was fun."

Trixie's eyes darted around, fear mixing with anger. "Where am I?!" she demanded. Her eyes locked on Twilight and the anger surged to the surface, but this time the Nightmare did not. "You! What are you—where—how am I—?!" She stopped short as Applejack slammed a hoof down on the floor just in front of her face.

"Shut it."

"Ahem." Twilight nudged Applejack aside. "Hi Trixie. Um, I don't know how to tell you this diplomatically, so I'm just gonna say it up front, but—"

"How dare you show your face in front of me!" Trixie snarled. "After what you did to me?! After humiliating me in front of a whole town?! And now look at me! What have you done to me?! I—"

"And just what the hay is going on here!?"

Spike yelped in surprise and Twilight cringed as Rainbow Dash came crashing in through the window, wings spread and ready for battle. The door burst open and Rarity and Pinkie came tumbling in next, followed by Fluttershy, drifting after them nervously. "Darling, we saw a flash of light, are you—" Rarity stopped short at the sight of Trixie on the floor.

Twilight turned her eyes back towards the blue unicorn and saw nothing but fear in her eyes. "It's okay, girls," she said, "it's under control—"

"Figures!" Rainbow snapped. "First thing the ungrateful nitwit does is attack you!"

"That was definitely not a friendship-y kind of thing to do!" Pinkie agreed with a sage nod.

"L-Let's just get you back into bed," Fluttershy stammered, and started moving over towards Trixie—until Rainbow blocked her path with a wing.

"No, she's still dangerous!"

"No she's not!" Twilight wailed. "I just cast the suppression spell on her—"

"Yeah, fat lotta good _that_ did," snorted Applejack.

"Girls, please!" Twilight groaned, and pointed at Trixie—hunkered on the floor, grasping her legs in pain, scared out of her wits. "I will handle this, okay? I just cast the suppression spell and it's obviously working and you're _not helping at all here_ so just leave this to me, alright?"

Twilight's glare said everything else that needed to be said. "Alright, darling," Rarity said with a shifty glance towards Trixie, "but we'll still come running if another fight breaks out."

"Yeah, ah'll still be down in the street with the cart," Applejack said, and glowered down at the blue unicorn, "so just gimme a holler if she needs to be tucked in."

Rainbow Dash bristled. "She still tried to attack you!"

Pinkie wordlessly grabbed Rainbow by the tail and went bouncing back down the stairs. Twilight sighed as Fluttershy finished putting Trixie back in bed and then quietly shuffled out.

"So," she said, and looked back towards the blue unicorn, "let's try this again."

Trixie's eyes darted distrustfully between Twilight and a very awkward-looking Spike. "What am I doing here? What happened? Why can't I walk?"

"Look," Twilight said, "you've got this monster inside you called a Nightmare, and it just took control of you and tried to kill me. I know you're angry at me because you think I humiliated you—"

"Because you _did_ humiliate me," Trixie growled.

"...sure...well, anyways, now all that hatred has come to life and it's corrupted you—"

"It has _not_ corrupted me!" Trixie snapped. "It's my power! _Mine!_ How dare you!"

"Well if that's how you feel," Spike shot back, "I guess we can just fire up the Elements of Harmony and fry you right now!"

"Spike!" Twilight exclaimed; Trixie blinked at him in disbelief.

"Wh-what is he talking about...?"

"Alright, it's like this," Twilight said, rubbing her temple with one of her hooves. "That power you mentioned comes from a Nightmare. It's a creature that feeds off of hatred and anger. It makes you dangerous, and Princess Celestia herself said that if you don't let go of all that hatred, we'll have to use the Elements of Harmony," she frowned, "and if we do, you won't survive."

Trixie's eyes flashed with defiance, but Twilight and Spike could both see the fear underneath. "How dare you threaten me?!"

"Threaten you?" echoed Twilight with a glare. "I'm the one who _saved_ you!" She pointed at the stairs. "My friends all wanted to use the Elements and kill you, because you're so dangerous and because you want to kill me! And we could've left you alone to that Ursa," Trixie flinched at the name, "but instead Fluttershy told it off and we took you here, we took care of you, I cast a healing spell on you, and now we're trying to save you! Okay?!"

Trixie looked back and forth between Twilight and Spike, flabbergasted.

"Now, look," Twilight said with a heavy sigh, "I know you think I was out to embarrass you the last time you were here. But I really wasn't. It wasn't even really your fault the Ursa showed up—"

"—even though it was," Spike coughed, and Twilight promptly swatted him upside the head.

"_Not now, Spike,_" she growled, and turned back towards Trixie. "Anyway, all I was trying to do was stop the Ursa from, you know, destroying Ponyville. And if it made you look bad in the process, I'm sorry. But now you've got bigger problems, and I'm trying to help. But I can't do that if you don't cooperate—and if you _don't_ cooperate, we have to drag out the Elements." She narrowed her eyes. "You remember what they did to Nightmare Moon and Discord? None of us want that to happen."

Trixie's eyes flickered with hatred. "Of course you would say that," she sneered. "As if you have any idea what I went through out there." She waved a hoof contemptuously. "Bad enough I get run out of town by the likes of _you_ and get humiliated and lose everything I own. Then what do I discover? She's the personal student of Princess Celestia. She's got an Element of Harmony. Her brother's Captain of the Guard and married to a bloody princess. She saved the world from Nightmare Moon and Discord. Aren't you just special?" She turned her eyes towards the wall. "Go away. I don't want your help."

Spike rolled his eyes. "It's that or the Elements."

"I said go away!"

Trixie turned again, eyes flashing furiously—but then she blinked in surprise and looked up towards her horn. She screwed her eyes shut in concentration—but nothing happened.

"My magic!" she gasped, and the anger rushed back up to the surface. "What have you done with my magic?!"

Twilight and Spike shared a confused look. "What do you mean?" Twilight asked.

"I can't use magic!" Trixie ground her teeth in fury. "What did you do?!"

"Why would you not be able to use magic...?" Twilight wondered—until Spike took his turn to smack her upside the head.

"Nerd out later, Twi, crisis now."

"Right, right! Trixie, only the princess can take away a unicorn's magic—"

"Why can't I use my magic?!" Trixie screamed, and Twilight winced at the sight of tears forming in her eyes. "Did you have to take one more thing from me?!" She turned over and hissed in pain as her legs shifted. "Get away from me!"

"Trixie..."

Trixie was silent. Twilight and Spike shared an uneasy look. This was going to be much harder than they thought.

—

By nightfall, they had at least managed to coax Trixie into eating a little—not that she was actually talking to them, but the salad they'd left for her was gone when Spike collected the dishes, so unless she was stashing lettuce under her blanket or something that was probably a very tiny baby step in the right direction. Maybe.

Twilight sighed and glanced across the room, where Trixie was as curled up as her injured legs would let her, sound asleep and exuding righteous indignation. At least she was asleep. Twilight looked back at her research, and the half-eaten sandwich Spike had made for her. She had in all honesty not expected that Trixie's magic would be impaired by this Nightmare, and nothing so far in her studies of magical illnesses and maladies was turning anything up. It was another thing to ask the princess about, and she'd already had Spike send off a letter, but there was no response yet.

Either way, those tears in Trixie's eyes when she realized that she was blocked from her magic were haunting all the same. Princess Celestia's words came back, about seeing things from Trixie's perspective. Twilight shuddered to think what life would be like for herself if she had no magic—cut off from her greatest passion, locked away from the knowledge she had pursued all her life.

She looked back at Trixie again, thought of the tears in her eyes, and dove into the books one more time. Maybe there was something she'd overlooked.

—


	6. Chapter 6: Peace Offerings

Nightmares

—

Chapter 6: Peace Offerings

—

Trixie's convalescence got off to an encouraging start with a daylight escape attempt from Nightmare Storm the next day. It was an "attempt" mainly because she couldn't get two steps from her bed without crumpling to the floor in a heap of pain and helpless rage. That hadn't stopped her from hurling invective and bolts of magic at her hosts, but one more suppression spell was all it took to send the Nightmare scuttling back into the recesses of Trixie's mind. And _that_ didn't stop Trixie from at least hurling invective at her hosts, but she shut up eventually once Fluttershy showed up to massage away some of the pain in her legs—and once Applejack showed up and threatened to core her skull like an apple if she didn't knock it off with all that racket.

And so Twilight, Fluttershy, and Applejack wearily made their way back downstairs as Trixie pouted in bed. "Well," sighed Twilight, "at least that was pretty easy."

Applejack snorted. "Yeah, fer now."

"I hope she stays in bed this time," Fluttershy added. "It really isn't helping those sprains to keep getting out of bed and, um," she blushed, "trying to kill you."

"Yeah, about that," Applejack said, and came to a stop in front of Twilight. "Ah gotta say, ah'm with RD on this one. Trixie's pretty dangerous. And the better she gets, the more dangerous she'll be. Ah'm only helpin' ya on this 'cuz we agreed to give Trixie a chance 'fore we fry her," she nodded upstairs, "an' right now that's lookin' mighty temptin'."

Twilight stared at her skeptically. "You'd really kill her?"

"Don't wanna kill her, no, but there ain't no denyin', she's dangerous. An' ah don't reckon we're gonna make much of a friend outta her."

Fluttershy fidgeted. "Well, it's only been a day. We have to give her a chance."

"Exactly," Twilight said. "I've been studying the suppression spell. It only wears off if something happens to really work her up, enough for the Nightmare to overwhelm the barrier and come back to the surface. So if we can all avoid ticking her off—"

"Good luck with that," Applejack snorted.

"_If we can all avoid ticking her off_," Twilight went on, ears flat, "maybe we can start making some progress with her."

Applejack sighed and looked back up towards the stairwell again. "If ya say so, Twi," she said, "but, well...remember how ah said yer bein' reckless? This is, like, super reckless." She put a hoof on Twilight's shoulder. "Ah'll be outside on the cart, so if Trixie needs me to sing her another lullaby, just holler an' ah'll be there, ya hear?"

Twilight smiled wryly. "You think of the most innocuously terrifying euphemisms, Applejack."

"It's a talent. Take care, Twi."

Twilight slumped down and her smile disappeared as Applejack left, leaving Fluttershy to hover over her with concern. "A-Are you alright...?"

"I guess," Twilight sighed. "It's just...well, I keep hoping we really can make friends with Trixie. Because I wouldn't mind having someone to talk to about magic. Someone who understands it and also cares about it, y'know? Nobody else in Ponyville is really into magic the same way I am, so..."

"I understand," Fluttershy said with that typical warm smile of hers that melted every heart in its path. "Rainbow Dash didn't think much of the butterfly migration either." She shrugged. "Maybe you should try talking to her about magic. I'm sure she'll come around; right now she's just scared."

Twilight sighed and idly blew a lock of her mane out of her face. "Sometimes I think making friends with her should've been your job, Fluttershy. Being kindness incarnate and all."

Fluttershy gave her a quick hug. "But I'm not the one who needs it." Twilight sat up and blinked in surprise. "I'll be back later this afternoon to check on her. See you then!"

—

It was noon and noon was Pinkie Pie's favorite part of the day, except for all the other parts of the day that were her favorite part of the day, and she bounced down the street on her way back to Sugarcube Corner after a stop at Sweet Apple Acres for lunch and watching the Cutie Mark Crusaders once again valiantly try to earn their cutie marks and even more valiantly fail. They were so persistent! Someday they'd get their cutie marks. Pinkie wondered what they would be. Applebloom would probably get something related to apples. Probably.

The streets were full of life and the ponies who noticed her bouncing along always returned her smiles and that was just wonderful! She knew everypony in town. There was Lyra and Bonbon over there, with Lyra playing her lyre and talking about something silly—Lyra was so silly—and there was Derpy talking to that mysterious earth pony with the hourglass cutie mark, the one who always seemed to disappear for a while and then reappear for no reason, almost like Pinkie except without her taste for parties and pranks, and there was Zecora at the marketplace and Caramel and Carrot Top and Colgate and there was Thunder Lane up there moving clouds around—clouds were so fun!—and then there was—

Pinkie stopped short. _Those_ two, those unicorns, _they_ were new! A green pudgy-looking unicorn with his nose buried in a book and a red one who really looked like he should probably cut back on the coffee in the morning because it probably wasn't healthy to go twitching like that all the time but still—

She bounced right over in front of them and ignored the way it startled them both. "_Hi!_ I'm Pinkie Pie and I've never seen you two here before and I know _everypony_ here so let me be the first to say _welcome to Ponyville!_" and a blast of confetti erupted from somewhere known only to the mysterious party forces that governed the universe.

"Um...hi," ventured the green unicorn.

"Anyways you should totally come to Sugarcube Corner!" Pinkie went on. "I can throw you a 'Welcome to Ponyville' party and you'll have so many cakes and pastries and muffins and cupcakes and cookies you'll want to _explode_ but you won't actually explode because that would be bad but it'll be a _good_ kind of explosion!"

The green unicorn turned up his nose. "Ugh. Sugar. I'll only eat organic, thanks."

The red unicorn glared. "Sugar _is_ organic, you nitwit."

Pinkie frowned. "That wasn't very nice—"

"It's all just processed junk, Pollux," the green unicorn insisted with a wave of his hoof. "It's tragic, really. The art of true baking has been lost to time. Rampant capitalism—"

"Oh, not again," groaned Pollux. "Castor, every time we ever buy something you complain about how it's not made by a self-sustaining organic artistic commune that properly expresses the pointless angst of existence or whatever. It's stupid!"

"Stupid?!" Castor squawked, the book forgotten. Pinkie peered down at it and wondered why he was reading about how Princess Celestia was actually an alien lizard disguised as a pony. "I would expect somepony of such crude sensibilities to say something like that!"

"Well!" chirped Pinkie, commanding both ponies' attention, "I don't know what kind of sweets _you've_ been eating but rest assured that at Sugarcube Corner everything is freshly baked and positively _scrumptious!_"

Pollux scowled over at Castor. "This is just like that time you said aliens built the old ruined castle in the Everfree Forest."

"They did!" Castor howled. "Do you honestly expect such primitive creatures could be capable of such stupendous feats of engineering? They _obviously_ had celestial assistance!"

"That's ridiculous!" shot back Pollux. "There is not one shred of scientific proof—"

"You don't _need_ scientific proof! It's logic!"

"No it's not, it's something that rattled around in your little pea-brain—"

"Pea-brain?!"

Pinkie promptly collapsed to the ground in a fit of giggles. The two unicorns stopped arguing and stared down at her, completely baffled.

"You guys—are just so—_funny!_" She kicked at the air in hysterics. "Oh my gosh you guys are hilarious!" She promptly jumped back up and grabbed them both by the hooves. "Come on! We _have_ to throw you a 'Welcome to Ponyville' party! You can meet my friend Twilight! She loves books! Even if they're about how Princess Celestia is an alien lizard from outer space! _Let's go!_"

And then they were off in a blur of pink.

—

From an alley not too far away, Razor Edge required every fiber of his being not to slam his head into the wall over and over again until the sheer horror of what he had just witnessed had dissipated from his violated mind. At his side, Comet simply stared in disdain at it all.

"That was about par for course for those two, wasn't it," sighed Comet, with an idle flap of her wings.

"The boss is going to kill them," Razor Edge groaned. "And then he's going to kill us, for letting them attract so much attention."

"He's going to kill _you_," Comet sniffed. "_I_, however, took the liberty of procuring some employment—albeit employment far below the standards I deserve."

"Did you now," grumbled Razor Edge. "And how might you be earning your keep in this fine community?"

"Weather patrol," Comet huffed, and flicked her tail at Whiplash, sitting nearby and staring at the shifting clouds with an enormous grin. "The boss thought she was alright, even in spite of the loose screws, and I just rode the coattails, as it were."

"Wonderful." Razor Edge stepped out towards the edge of the alley and carefully watched the ponies strolling by in the market. "Boring little town. Looks like one of those places where everyone knows everyone. Which would explain the pink one, now that I think about it."

"Ugh. That thing had better stay away from me," groused Comet.

"Oh don't worry, you're not nearly as entertaining as Castor and Pollux," chuckled Razor Edge. "Now all we have to do is wait for Barbell and Lazuli to get here," he smiled, "and then things get interesting."

—

It all started with a blast of confetti and party poppers that jolted Trixie awake. She looked around, wide-eyed with panic, and her eyes settled on a pink pony with a poofy mane, framed with balloons and bubbles and falling confetti and streamers.

"Hi!" chirped Pinkie Pie. "I'm Pinkie Pie and we kind of didn't get a chance to do this earlier so let me be the first to say _welcome to Ponyville!_"

Trixie blew an errant streamer off her nose. "Yes."

Pinkie kept up her wide grin. "So! I know you can't really go anywhere or anything but you're _new here_ and I know everypony here and everypony here is my friend so I'm never friendless and it's _great!_ And that's such an awesome and super-duper-amazing-tacular feeling that I want to _share_ it! With you!"

Trixie stared back at her. "Share it."

"Yes indeedy!"

With that, Trixie promptly turned over. "Go away."

Pinkie did not so much as flinch. "That's okay! I know it's scary to be in a new place and not have any friends! But that's okay! Because Twilight will be your friend! And Fluttershy! And _me!_"

"I don't want any of you to be my friends," Trixie grumbled.

"Oh, don't be such a silly filly," Pinkie laughed. "Everypony has to have friends! Or else you'd go _crazy!_"

"I said go away," Trixie snarled.

"Uh oh, looks like someone woke up a little cranky this morning—"

Trixie whirled around again, grabbed Pinkie by the mane, yanked her forward, and snorted in her face. "I told you," she hissed, "_go away_."

Pinkie stared back in shock for a moment. At least when Cranky Doodle had been telling her off, he'd been a little more patient about it, and she _had_ been kind of overbearing, but this was hardly even close to the level of hyper she could truly unleash.

"Okey dokey lokey!" she chirped, and got back to her feet. "See ya later, Trixie!"

Pinkie bounced back downstairs and past a confused Twilight. "Um, how did it go?" she asked.

"Oh, just the way I thought it would," Pinkie said with a shrug. "I was all 'Hi, I'm Pinkie Pie!' and she was all 'grr I don't wanna talk to you' and I was all 'I wanna be your friend' and she was all 'go away' like a great big meaniepants."

Twilight glared back up the stairs. "'Meaniepants,' huh?"

Pinkie rushed up into her line of sight. "Oh, it's okay, Twilight! She'll come around! They always do."

"Pinkie, there's an angry spirit of darkness swirling around inside her that thirsts for my blood."

"Well nopony is perfect." Her eyes lit up. "Hey, anyways, did you know that there are _other_ new ponies in Ponyville?! So I totally have to throw _them_ a party too! At Sugarcube Corner! Wanna come?"

Twilight frowned and glanced meaningfully back upstairs. "Um...I'll think about it. I kind of have to stay here and take care of the Meaniepants up there, though."

"Oh, I know! Just to say hi! It's not every day we get new ponies in Ponyville!" She threw her arms around Twilight and briefly squeezed the life out of her. "Oh my gosh! I have to get ready! See you there!"

And then she was gone in a pink blur. Spike ambled in with a cupcake in hand, looked down at the trail of confetti left in her wake, and simply sighed.

"Pinkie Pie?"

Twilight took a moment to recollect her wits. "Yeah, Pinkie Pie."

"I'll get the broom."

—

Another day, another Pinkie Pie party, mused Twilight Sparkle, this one in honor of some new arrivals in Ponyville. As usual, Pinkie was pretty much beside herself with joy at the thought of _even more_ new ponies from which to extract smiles and friendship. The rest of her friends, absent any previous bad blood as they had with Trixie, were as friendly and welcoming as always. So that was both encouraging and discouraging: encouraging because it meant her friends weren't just turning into jerks or something, discouraging because they were their typical friendly selves and they still didn't appear to like Trixie all that much.

Twilight headed back for the library with a groggy Spike on her back. Trixie had fallen asleep shortly before the party at Sugarcube Corner, and Twilight had managed to slip away long enough to go visit and assure Pinkie that she wasn't just ditching her party, she actually did have work to do, such as caring for a cranky unicorn that also contained a bloodthirsty murderous demonic spirit. Not that their brief visit had been too brief for Spike to load up on cupcakes and promptly launch himself into a nap.

And it was a chance to get a good look at what were apparently Ponyville's newest residents, such as they were. Twilight idly wondered if it was in the nature of a small town like this one that she should feel a twinge of suspicion at these newcomers. They seemed nice enough, if a bit odd—but being odd had hardly stopped her from becoming friends with the likes of Pinkie Pie or Fluttershy.

The green unicorn, Castor, had stopped by the library earlier that day to check out the book on "breathing diet," which claimed that a pony didn't need to actually eat food or drink water and could subsist purely on the ambient nutrients and water droplets floating around in the air that everyone breathed. Twilight had gone through that book herself and catalogued no less than one thousand seven hundred and fifty-six logical and scientific errors and dubious claims, but she'd stocked it anyway out of a feeling of duty not to go suppressing a book because she thought its contents were a load of bunk. At any rate, at least somepony else agreed; the red unicorn, Castor's brother Pollux, promptly launched into a verbally abusive diatribe about how stupid "breathing diet" was, along with numerous other things, and the argument only ended when she kicked them both out.

But they weren't the only ones. The two pegasi that apparently Rainbow Dash had hired onto the weather patrol had been interesting on their own. There was that prissy, arrogant one with the velvety-looking purple mane called Comet, that rather reminded Twilight of her encounters with Canterlot's snooty elite, but she had pretty much hovered around the punch bowl and settled for looking down her nose at everyone. And then there was that demented blue pegasus called Whiplash, the one that Rainbow had said wasn't as fast as her but could turn on a bit and that was, Rainbow had admitted, "pretty awesome—not as awesome as me, but still, pretty awesome." Twilight had briefly watched her darting around the party, and she reminded her of no one more than Pinkie Pie—but in a crazed, neurotic, trying-too-hard kind of way. Pinkie's preternatural joy came naturally, oxymoronically enough; Whiplash, however, seemed..._different_.

In fact, they had all seemed _different_. Like the two Earth ponies, the hulking mountain of not-very-talkative muscle named Barbell and the smaller and much more gregarious Razor Edge, who had spent the evening chatting up Rarity, much to Spike's dismay. Twilight wondered where this suspicious streak had come from. Surely this wouldn't have anything to do with Trixie; after all, Ponyville frequently had visitors for whom Pinkie threw parties, and occasionally somepony moved here on a more permanent basis. It was one of many stops on the rail lines that led to Canterlot, and the only reason it wasn't as big as Baltimare or Vanhoover was that pesky little fact known as the Everfree Forest. So why did these new ponies bug her so much?

She shook her head as she nudged open the library door with a thread of magic and silently scanned over the library. Trixie was still asleep, judging by the wispy tendrils of that sleeping spell still curling through the air, undetectable to anyone but a well-trained unicorn. There was a reason these spells were entrusted to very few—including Twilight Sparkle, because if the princess's personal student didn't count as one of the trusted few, no one did.

Twilight deposited an increasingly listless Spike in his bed and then turned back towards Trixie, still fast asleep, and gently lifted the spell from her. Trixie stirred for a moment, Twilight cringed, and Trixie's eyes fluttered open—and then she caught sight of Twilight and quickly put a scowl on her face.

Twilight arched an eyebrow. "Hello to you too."

"What do you want?" she grumbled.

"Oh, I was just putting Spike to bed," Twilight said, and Spike helpfully mumbled something unintelligible, "but now that you're awake, how are you feeling?"

"Go away."

"That's not an answer—"

"I said go away."

Twilight thought back to what the princess had said. See it from her perspective—and have patience. It had practically become a mantra. She sighed and turned away, intending to head back downstairs, light up a candle, and get some studying in before she got too sleepy to keep reading—but then an idea flashed through her mind. She glanced back at Trixie, who had turned her back to the purple unicorn and was undoubtedly pouting; well, maybe this would shut her up. And so Twilight quietly headed down to the basement.

The basement, of course, was a tangled mess dug out under the tree's gargantuan roots. It was a bit eerie down here and required a quick illumination spell to see anything, but before long Twilight had unearthed a dusty little cardboard box. She blew the dust off, sneezed perfunctorily, and trotted back upstairs with the box in tow. She had almost forgotten about it, but now that Trixie was back, it was probably for the best to give this stuff back to her as soon as possible.

Once Twilight got back upstairs, she saw Trixie had turned over again to glower at the entire room. She turned her angry gaze towards Twilight, although the hate diminished as she caught sight of the box floating behind her.

"And just what the hay is that?" she asked.

"For you," answered Twilight, and she pushed it towards the blue unicorn.

Trixie glowered back.

"I'm serious," Twilight said, "it's for you. It's the stuff we saved from your wagon."

Anger flickered through Trixie's eyes for a moment. "You went through my things?!"

"Well you kind of just left them there sitting in the street," Twilight answered, "and we _did_ have a rainstorm scheduled the next day."

"Lovely," Trixie snarled. "Now you've even taken my privacy from me."

"Trixie, I didn't go through your stuff, I just put it in the box, now open it."

Trixie stared skeptically at Twilight for a moment, then looked down at the box and tipped it open—and then her angry look shattered and she simply stared into the box in disbelief.

"We found it all after you left," Twilight explained, awkwardly pawing at the floor while Trixie pulled out her star-spangled cloak. "You kind of, um, took off without your stuff, so we packed up what we could save and held on to it in case you ever came back for it." She rubbed the back of her head with a hoof as Trixie pulled out her hat. "I mean, the Ursa didn't leave much, but we found some bits in there, and Rarity was able to fix the hat and cloak, and..."

She trailed off. Trixie just stared down at the old accessories of what Twilight could only assume were happier days for the blue magician—or at least, days when she wasn't living in the Everfree Forest, consumed by a spirit of hatred and plotting to kill someone, and then being laid up in that same someone's home after an Ursa Minor beat her to a pulp.

"Look Trixie," Twilight said, "I know you think that I was trying to humiliate you that night when the Ursa showed up, and I can understand how you might think that way, but I really wasn't. Honest. Cross my heart and hope to fly, stick a cupcake in my eye."

Trixie stared back. "Excuse me?"

Twilight blushed. "Um...I'll...explain later...anyways, the point is, I really wasn't trying to embarrass you. It's just, there was an Ursa on the loose and I had to do something about it." She waved a hoof at Trixie, stuck in bed with broken ribs and sprained legs. "And I didn't try to humiliate you with all this. I'm trying to help you."

Trixie snorted and looked away bitterly out the window. "Really," she grumbled. "I embraced the power of darkness to give me the strength to kill you and now I'm trapped in your home with a broken body, being cooed at and threatened by your friends, and now you tell me you aren't trying to humiliate me?"

"I probably saved you from even more humiliation," Twilight said. "Rainbow Dash wanted to go after you and drag you back here and make you apologize." She waved a hoof at the sparkly cloak in Trixie's hooves. "And besides, if I was trying to humiliate you, would I have given you back your stuff? Would I have asked Rarity to sew that thing back together even though you embarrassed her in front of the whole town? Would I have kicked my friends out when they were just scaring you even more?"

Trixie stared down at her cloak, silent.

"Anyways," Twilight said, "we kind of got off on the wrong hoof last time, so I mean it when I say I want to start over. I really do want to help you. That's why I argued with my friends not to use the Elements to destroy the Nightmare. And," she gestured vaguely towards the rest of Ponyville, where all her friends were, "if anyone should know how powerful friendship can be, it's me. So why not share?"

Trixie kept her eyes fixed on her cloak.

Twilight sighed. "Well, I'll let you think on it," she said, and turned away. "Good night, Trixie."

The next morning, Trixie said nothing when Twilight and Spike brought up her breakfast. But Twilight did notice her starry cloak folded up on the foot of her bed, and her hat perched defiantly on her head; and when she looked up towards the pony and dragon, the anger in her eyes had dimmed.

—

It wasn't, like, _super_ fast or anything. Definitely wasn't as fast as her. But it was still impressive, even if Rainbow Dash wasn't very keen on admitting it.

Whiplash, the weather patrol's newest hire, kind of reminded Rainbow of Pinkie Pie, if Pinkie Pie had wings—which was a terrifying thought all on its own. But she was pretty good with the clouds and, most impressive in Rainbow's mind—not that she'd ever admit it—was her crazy ability to turn really quickly. Most pegasi could do some basic, lazy loops in the air and the awesome ones like herself could do much tighter circles, but Whiplash could do boxes and triangles and whatever it was you called a shape that had twenty-seven sides. Twilight would probably know. That was egghead stuff.

She perched on a cloud and watched in muted fascination as Whiplash carved an octagon with an inset square into the midmorning sky using only contrails, raw speed, and insane cornering ability. Of course, back at Junior Flight Camp, once the little pegasi foals had learned how to get themselves into the air, they'd been told not to try to turn too tightly because they would almost certainly wind up hurting themselves. And of course, some of them had to do it anyways—including Rainbow Dash herself—and, surprise of surprises, they wound up hurting themselves. It was if their instructors had seen this sort of thing before and knew it would happen again. Weird.

"Not bad, not bad," Rainbow said as Whiplash plopped down on the cloud next to her and admired her fading contrail octagon with inset square in the sky. "Gotta say, I don't think I've ever seen a pegasus take a ninety-degree turn at full throttle before without breaking a wing or something."

"Oh yeah, gotta have strong wings!" Whiplash chirped, punctuated with a strong flap.

"Although," Rainbow said with a smirk, and she gestured back down towards the rest of the team, which was still trying to wrangle the clouds that had been disturbed by Whiplash's wake, "you don't exactly have to go all-out for weather patrol."

"Oh. Oops."

"It's not the worst thing we've ever had done here." She glanced down awkwardly at one of the homes down below. "Not like that time Derpy accidentally sent a thunderstorm to Canterlot."

Whiplash blinked. "But Canterlot's way up there!"

"Yeah, it was the weirdest apology letter I've ever had to write." Rainbow perked up. "Anyways! Speaking of Canterlot, I heard you lived there for a while before you moved here."

Whiplash suddenly seemed very nervous, and Rainbow frowned at the sight. Weird. "Yeah! Uh, for a while, y'know, moving around, seeing the world." She gestured to the three speeding arrows on her flank. "And I mean what do you even _do_ when your special talent is just flying around and turning really fast?"

Rainbow frowned. "Apply for the Wonderbolts?" She immediately puffed out her chest. "Not that you'd steal a spot from _me_ or anything."

Whiplash's ears went flat. "Didn't get in."

"Oh. Sorry."

"That's okay! Now I can fly all over the place whenever I want! _Funfunfun!_" She punctuated herself with a quick, very tight loop in midair.

"Right, well," Rainbow said, "in all seriousness, the weather patrol isn't really that intense. Just make some rainstorms on the days when it's supposed to rain, and break up the big cloud formations on days when it's not." She patted a hoof on the cloud they both sat on. "Stubborn little things, but it's not that hard. Lots of downtime. Good for napping."

"I like naps!" Whiplash chirped.

Rainbow smirked back. "Then you and I are gonna get along just fine."

—

With the suppression spell firmly in place, Fluttershy to supervise, and Spike well-armed with a frying pan and an abundance of willingness to use it, Twilight felt perfectly safe in leaving the library long enough for the weekly shopping run. The weekly shopping run was a bit more chaotic without Spike to keep track of the list—well, lists, plural, divided into helpful columns and cells, set out in groups according to a complex classification scheme, with every purchase painstakingly recorded so that she could go home and chart out her expenditures over time as compared to the national average and further streamline her budget. But it was getting done, and that was the important part.

Twilight wheeled around with a couple of gems in hold for Spike when she got back. He'd been a pretty good sport about this whole Trixie business so far, all things considered, and so she could overlook the odd sarcastic comment and reward him for his patience. She dropped a couple of garnets into her saddlebag. He'd get a kick out of those. She dropped a few bits on the counter and turned around—and then she squeaked in surprise at the sight of a familiar face.

"Seesaw!" she exclaimed.

The chestnut-colored pegasus put on a charming grin and bowed. "Twilight Sparkle! Glad to see you're out and about—oh, and I got your note, by the way. Delivered by the most curious of mail mares, I have to say."

"Y-Yeah, Derpy is like that," Twilight stammered, "so, um, what brings you to Ponyville?"

"Traveling on business, as it were," Seesaw said. "So I understand you ran into that flamboyant little unicorn recently...?"

Twilight bit her lip. He didn't need to know that much. "Something like that." She put on what she hoped was a disarming smile. "She's sick right now and she probably shouldn't be disturbed, or at least that's what I understand of it, but I'm sure she'll be back on her feet and touring Equestria soon enough!"

"Although," Seesaw went on, with a dubious look around the marketplace, "I've also heard other stories about her and this town."

Twilight cringed. Lovely. "Like what...?"

"Oh, something about an Ursa. If I recall her show correctly she claimed she'd actually defeated one in single combat or whatever." He chuckled. "Show business, eh?"

"I guess." Twilight eyed him carefully for a moment. "Although I'm sure if she knew she had fans eagerly awaiting her return, she might feel a little better."

Seesaw smiled back. "I'm sure she would."

An awkward silence reigned as Twilight wondered what to say next. It occurred to her as well that she hadn't really considered what everyone else in Ponyville might think of a vicious and highly destructive spirit of darkness looming inside the town—but it wasn't as though she had a choice. She would need her friends to help and they couldn't all move to Canterlot. And one of Trixie's apparent fans, standing in front of her right here, was just one more reason to get the blue unicorn back on her feet and free from the demonic presence.

"Well," said Seesaw with a courtly tip of his head, "I'd hate to be keeping you. Good afternoon, Miss Sparkle. And thank you for the note; I very much appreciate it."

Twilight smiled back as Seesaw took to the sky and disappeared around a building. Her smile vanished as soon as he did. Now she had fans pawing after her, and it had taken the only goodwill token she had just to get Trixie to stop glaring daggers at her at every opportunity. This was going to be more difficult than she thought.

—

"There," cooed Fluttershy, "that wasn't so bad, was it?"

Freshly wrapped in bandages and seething with outrage that was checked only by Twilight's suppression spell, the Great and Powerful Trixie apparently had a decidedly divergent opinion of how bad it had been. Fluttershy sighed and wished it hadn't reached the point where she'd had to unleash the Stare—it always made everypony so uncomfortable—but if Trixie wanted to be difficult, she would have to suffer the consequences and there just wasn't anything Fluttershy could do about it.

"Now," she went on, propped up Trixie's injured legs under a couple of bags filled with ice, and set down a concoction of medicine on the table next to her, "drink that all up and try to get some rest."

Trixie begrudgingly did as directed and nearly choked on the drink. "Holy—this stuff is terrible!"

"Well, nopony said medicine was going to taste very good." She fluffed Trixie's pillow and ignored her annoyed expression. "Anyways, you have to take your medicine and follow all of Nurse Redheart's instructions, or you'll never heal and you'll be stuck here for even longer. And you don't want that, do you?"

Trixie looked around the room with a look of sheer distaste. "Of course not. Stuck with that irritating know-it-all unicorn and her annoying little dragon..."

"Oh, Twilight's not mean," Fluttershy protested. "She just wants to help you—"

"By trapping me in her home and robbing me of my powers?" Trixie snapped. "By injuring me to the point where I'm completely at her mercy?"

Fluttershy eyed Trixie's scowling face for a moment and then turned her eyes towards the cloak folded up at the foot of her bed. "Well, I'm glad Twilight gave you back your things. It must be good to have your old belongings back." She shuffled her hooves awkwardly. "A lot of stuff was so smashed we couldn't tell what it was. But we recognized the cape and the hat."

"Yes," Trixie said, her frown starting to fade, as she touched the brim of her hat, "I...do appreciate this, at least."

"Twilight asked Rarity to sew it back together," Fluttershy went on. "I can sew, but Rarity is really better at making clothes look beautiful like that. And she packed it all up and put it down in the basement in case you ever came back for it." She looked back at Trixie with a warm smile. "She said that everyone deserves a second chance."

Trixie looked back at Fluttershy and fixed a glare on her face. "I said I'm glad I have my things back," she said. "That doesn't make it any better being like this."

"Is that the Nightmare talking, or is it Trixie?"

Trixie turned her head away, and Fluttershy sighed. Some ponies just had to be difficult—but it was always worth it to try, because they could always come over.

—

The sun had long ago set when Twilight Sparkle arrived back at Trixie's bed, occupied as it was with a brooding blue unicorn. She glanced down on the floor and found a plate, emptied of the pile of lettuce and apples that had previous occupied it. At least she wasn't making a fuss about eating. Twilight really did not want to have to yank her mouth open and shovel food inside. There were some things that were just wrong, and spoon-feeding a cranky, grown pony just because she was being petty was pretty high up there as far as Twilight was concerned.

Trixie eyed her carefully as she picked up the plate. Twilight fidgeted under her gaze.

"Do you...want me to get you anything?"

"No."

Twilight frowned. "Have you apologized to Pinkie Pie yet?"

Trixie said nothing. Twilight opened her mouth to begin a lecture, but then decided against it. Trixie had never responded to her lectures before, so why waste her breath on one now?

Instead, she lifted up Trixie's cloak, much to the blue unicorn's evident annoyance. "Y'know, I never got to see your show without any interruptions by hecklers." She glanced over at Trixie. "Although I have it on good authority you've got some fans awaiting your triumphant return."

Trixie seemed to perk up a bit at that. "Do I now."

"You do. I met one of them the other day." She turned the starry fabric over and watched it glimmer in the candlelight. Rarity had done an excellent job restoring its flashy appearance—but then again, that was what Rarity did best. Take things and make them beautiful. "So what else does the Great and Powerful Trixie work into her shows?"

Trixie seemed to flinch at the mention of her old sobriquet, but turned up her nose all the same. "An illustrious repertoire of arcane illusions and spectacular spells the likes of which a musty academic such as yourself could never fully appreciate."

Twilight ignored the jab and arched an eyebrow. "Like what?"

"Well I can't very well show you right now, can I?" Trixie snapped.

Twilight blushed. "Right. Sorry." She glanced around the room hoping for a distraction. "It's just, I don't really know anything about how to put on a magic show. I always just studied it academically."

"I can tell," sneered Trixie.

"Trixie..."

"Of course you wouldn't understand, bookworm. Being a stage magician takes more than just knowledge of magic. It takes pizzazz and confidence and a keen sense for what the audience wants! You don't just learn those things in books, Twilight Sparkle. A pony must be _born_ with them."

"Born with them," Twilight repeated with an arched eyebrow. "So where'd you learn all the magic, then?"

Trixie frowned. "What's it to you?"

"Curiosity! I don't know anything about putting on magic shows. And you do. So you'd be the pony to ask, wouldn't you?"

Trixie considered that for a moment and then rolled her eyes. "What, so you can put on a show of your own? Don't make me laugh, little bookworm. You hardly have what it takes to make it as a stage performer."

"And why not?" Twilight asked. "Where did you learn to perform, anyways? Did your parents teach you?"

Trixie flinched at the mention of parents and Twilight immediately kicked herself for bringing it up. Of course that would be a sore subject; what had she been thinking? She hadn't been thinking, that's what—

"The Great and Powerful Trixie's parents, bless their hearts," Trixie said in as superior a voice as she could muster, "were sadly destitute and unable to properly devote to a foal as obviously gifted as I the attention and care necessary to ensure the true blossoming of my limitless potential, and thus I was forced to cultivate my talents on my own." She clasped her hooves over her heart and looked towards the sky with sickening melodrama. "And yet I know that somewhere they're out there, bursting with pride for the daughter they could not raise!"

Twilight ignored the melodrama and pressed on. "You haven't kept in touch with them?"

Trixie glared back. "I'm not sure I like your tone, bookworm."

"Sorry. It's just, well, I had a pretty good relationship with my parents, and—"

"And then you became the princess's very own student and you had a pretty good relationship with _her_ too," Trixie snarled. "Yes, feel free to rub it in."

Twilight cringed. This was going rather poorly. "That's not what I was going to say."

"Then what was?"

"I was going to say that I know how you feel." Trixie opened her mouth to retaliate but Twilight held up a hoof to stop her. "Yes, I got into the School for Gifted Unicorns, and the princess made me her personal student. But even with as nice as Princess Celestia is, it took me a while to build up such a close relationship with her. And in the meantime, I lived in the castle and had a whole lot of schoolwork to do, and so I rarely ever got to see my parents. And for a while," she shrugged, "it kind of felt like I didn't have any."

Trixie's face fell. "That's not the same thing."

"No, but I can understand where you're coming from."

Trixie turned her gaze out the window, a dark expression on her face. "No, you really can't."

"Well, maybe, but I can try." Twilight offered a hesitant smile. "That's a start, isn't it?"

"Believe what you want."

An awkward silence took hold as Twilight tried to find another way to break Trixie's spell. This had probably been a lot easier when her friends had decided to make friends with her; they weren't intentionally trying to do it.

Or rather, they were, but they didn't have to think about how to do it. They just did it. Which made it all the more troublesome that Rarity, Applejack, and Rainbow Dash still weren't exactly willing to give Trixie a chance.

"Actually," she said, "I guess I do kind of know what it's like to put on a show. The School for Gifted Unicorns had an entrance exam."

Trixie snorted. "That is _hardly_ the same thing as putting on a magic show."

"Well, not entirely. They put out a dragon egg for you and you had to hatch it. That's where Spike came from. I tried to do something with it but I was so nervous I couldn't think straight, and when nothing happened, I thought I'd blown it—when suddenly," she paused and decided to leave out the rather unlikely story about that Sonic Rainboom, "suddenly my magic went wild and I wound up not only hatching the egg but turning baby Spike into a giant." She smiled at the memories. "And I managed to turn my parents into potted plants."

Trixie blinked. "You turned your parents into _potted plants_?"

"They forgave me afterwards," Twilight said with a sheepish smile, "but they still won't let me live it down. You should hear what my brother said."

Trixie glanced away bitterly. "Turned your parents into potted plants and you _still_ got into the School. The princess's personal student, even. Some self-deprecating story _that_ was."

Twilight cringed. Maybe that story about the Sonic Rainboom was worth bringing up after all. "Well, the point is, I know what it's like to be under a lot of pressure like that too, with other ponies judging every move you make and having to get everything just right. It's just, I wasn't on a stage."

Trixie went silent, eyes turned towards the window, staring bitterly at the starry night sky. Twilight quietly sighed and figured that perhaps she'd gotten as far as she was ever going to get in one night.

"Listen, Trixie," she said, "I know you don't really trust me, or pretty much anyone else here in Ponyville, but I want to help you. And you need help from somepony. That Nightmare swirling around inside you is as dangerous to you as it is to everyone else. If you don't get rid of it, we're going to have to destroy you. And none of us want to do that. Not even Rainbow Dash and Applejack. So you have to, um," she shuffled her hooves, "stop hating me, I guess."

Trixie stared at her for a moment. "Why should I trust you?" She waved a hoof at her surroundings. "It's your fault I lost everything. It's your fault I had to leave town in shame. And now it's your fault I'm trapped in here. How do I even know I'm not some science project of yours or something?"

Twilight held back a sigh with all her might and instead turned back towards her desk. "Because," she said, "I've got history on my side."

"Oh, spare me the lecture."

"It's not a lecture," Twilight said, and she pulled up a sheaf of papers from the books on her desk. She turned around and dropped them into Trixie's lap. "It's reading!"

Trixie looked down at the pages and then back up at Twilight, incredulously.

"Those are copies of pages from the _Codex Monstrum_," she explained, and felt a little relieved at the shocked look that briefly flitted across Trixie's face. Every unicorn who actually paid attention to magic knew what the _Codex Monstrum_ was. "They cover the history of Nightmares in Equestria. Some of them have happy endings. Some of them don't. But you need to know exactly what it means to have this Nightmare attached to you. Anything less would be unfair. And those pages there will tell you what it means—and why we've got to save you from it."

Trixie stared down at the papers. Maybe holding a copy of a piece of one of the most heavily-guarded books in Equestria would prove how serious this was. And maybe it would finally start breaking through her shell.

"And what if I don't read these?" Trixie asked with a skeptical look.

"Then I'll send Spike up here to practice his serenades to Rarity until you do."

Trixie went white. "You are a cruel creature, Twilight Sparkle."

"Just read them."

Trixie scowled back for a moment, as though contemplating whether or not it was worth risking Spike's talent as a singer, and then apparently decided not to take the risk, yanked her candle closer on the end table, and turned her eyes towards the pages. Twilight sighed quietly as she went back to her desk and hoped that this would make some progress. After all, Applejack and Rainbow Dash were right about one thing—they were up against the clock.

—

The Everfree Forest made for a terrifying place when it was lit only the tiny sliver of a crescent moon. Some of the forest's most horrifying monsters prowled the night and hunted their prey. But that suited Lapis Lazuli just fine. The stories about this place—some true, some false, all terrifying—served to keep out the unduly curious, and as for the rest, well, dead ponies told no tales.

She stepped into the clearing and cast a steely gaze over the other six ponies there. Castor and Pollux both had their heads held against the ground under Barbell's two front hooves, while Comet preened her wings, Razor Edge sat around looking bored, and Whiplash stared up at the sky, eyes darting between the twinkling stars, twitching neurotically.

Lazuli sighed. The master's minions, at their best.

"It would appear," she said, loudly enough to catch their attention, "that we have a problem." She tossed her mane as she came to a stop. "Our tempestuous little friend is now in Ponyville, under the care of the Element of Magic herself, and deprived of her power by an arcane suppression spell. She has been neutralized."

The six ponies all put on assorted downcast expressions. "So what are we gonna do?" asked Razor Edge. "Spring her?"

"Actually," Castor spoke up, and Barbell begrudgingly decided to let him and his brother get back up, "when I was at the library, I overheard them talking about her. She's injured. She won't be any help even if we broke her out."

"Of course," Lazuli said. "She tried to attack her target and wound up attracting an Ursa Minor, which she then tried to fight, and you can guess how _that_ ended for her."

The six ponies all grimaced as they did just that.

"So," Lazuli said, "we are now short a piece on our little chess set, so if any of you have met another candidate for corruption—"

"No need for that, Miss Lazuli."

The sound of gushing flames silenced everyone and the eerie warm glow of firelight bathed them all as the black stallion with fiery mane and glittering red eyes stepped into the clearing.

"I appreciate the sentiment, but we all really _must_ learn to see opportunities amid what appear to be obstacles." He came to a stop next to Lazuli with a wild grin. "Now then, our little friend Trixie is off in the home of the Element of Magic herself, is she?"

"Y-Yeah, boss," Castor said, "they said she was laid up."

"Perfect." He turned and took in the whole group with a sweep of his wings and a flutter from his mane. "Consider this your only warning on the subject, my friends. Our feisty little storm cloud is now under the care of the unicorn known as Twilight Sparkle. She bears the Element of Magic in the Elements of Harmony. She gathered the Elements to defeat Nightmare Moon and she unraveled the tricks and traps of the spirit of chaos himself to defeat Discord. She is Princess Celestia's personal student, well-trained in powerful, ancient magic unknown to even our lovely Miss Lazuli here—" Lazuli promptly blushed and tried to hide her face in the shadows, "—and she is more or less a genius. You trifle with her at your own peril."

Barbell and his gang glanced at each other nervously. "So," said Pollux, "we're doomed?"

"Oh, far from it, my choleric friend," the stallion chuckled.

"Then what do we do?" asked Razor Edge.

The black stallion chuckled. "That's the thing, isn't it? We have a problem—and now we have to turn it into an opportunity."

"I know!" exclaimed Castor, and all eyes turned towards him. "We steal the Elements of Harmony!"

Silence reigned in the clearing, before the stallion slowly turned towards the pudgy green unicorn. "Really," he said, advancing. "So you're volunteering to sneak into the tower where the Elements are kept—the most heavily-guarded section of the entire castle of Canterlot. You'll sneak past companies of guards thoroughly trained not just in combat magic and physical martial arts, but also in locator spells that will let them find a literal needle in a haystack. And after you get past them, you will steal the most powerful magical artifacts known to Equestria. You'll do this all under the noses of two immortal princesses at whose merest whim the sun and moon rise and set. And you'll come back here, with the Elements of Harmony, and _without_ having the entire Royal Guard on your tail." He dropped his nose down to stare into Castor's eyes. "Is that it?"

"N-no sir," squeaked Castor.

"Well then!" The stallion stood back up, turned around, and thoughtfully singed Castor with the tip of his tail. "Who'd like to step up and try to outdo Mr. Herbal Tea? Because _I_ have some ideas."

"Master," Lazuli spoke up, "this is still a serious setback. We were counting on her to distract their attention away from us. If they start questioning her—"

"Who said she still can't distract them?" the stallion asked with an arched eyebrow. He turned back towards the rest of the group. "Let's play a little game of question and answer! What is the one thing in this world that will surely, one hundred percent, no doubt, absolutely kill a Nightmare?"

Barbell and his gang looked uncertainly at each other. "The Elements of Harmony," ventured Razor Edge.

"Very good! And what is the thing that Twilight Sparkle and her little friends have most conspicuously _not_ used on little Trixie?"

"The...Elements of Harmony," Comet said.

"Good, good, and so what conclusions, my ever so remarkably humble little minions, must we draw from these two most peculiar facts?"

Silence hung in the air again. Lapis Lazuli slapped a hoof over her face.

"I know, we're gonna need our thinking caps here," the stallion said. "I'll help you out on this one. What we can conclude is that little miss Element of Magic and all her other harmonic friends will be distracted, still distracted by our little storm cloud, despite her newfound need for convalescence. Because, after all, there's more than one way to kill a Nightmare—so I'm afraid you only get half-credit for that answer, Razor Edge." He turned again with another plume of fire. "It's a long and sordid story, but suffice it to say that a humble little pegasus named Flicker once defanged and defeated a vicious scourge of the skies known as Nightmare Nebula using only as modest a set of weapons as infinite compassion and friendship or whatever. But the good news is that doing that takes a whole lot of time and attention—time and attention that can't be spent on us. And so," he turned back towards his minions in a whirling plume of flame, "what are _you_ going to do about this?"

Barbell's eyes lit up in understanding and a devious grin spread across his face. "Keep it that way."

The stallion smiled. "Exactly."

—


	7. Chapter 7: Boundaries

Nightmares

—

Chapter 7: Boundaries

—

Research had phases. At some point in the course of your work, it was almost inevitable to reach the point where you had referenced a particular source so heavily that you no longer actually needed to look at it to know what it said. Its sections had been burned into your mind as if written by lightning. It ceased to offer up new information to you. Its referential use had expired.

Twilight Sparkle had reached that point with the various papers Princess Celestia had given her on how to deal with a Nightmare. She hated reaching this point, because it meant she could no longer fool herself into thinking that she would get something new out of these sources by rereading them again for the thousandth time.

That was the trouble with being a genius. Eventually you got too smart to fool yourself.

So defeated by the ultimately unassailable grip of reason, Twilight shoved aside the pages of the _Codex Monstrum_ that she hadn't given to Trixie—because Trixie didn't really need to know about those spells Twilight was using to keep Nightmare Storm under control—and pondered what to do next. Rainbow Dash was off on weather patrol; Applejack had to help her brother dig up some tree stumps, and keep her sister from trying to help with the dynamiting process; Rarity had a big order to fill at the boutique; Fluttershy was dealing with a veritable epidemic of sniffles at her cottage among the ferret population; and Pinkie Pie...well, Twilight had long since given up trying to guess what Pinkie Pie was doing at any given moment in time.

That meant her options were pretty much reduced to the library. Twilight didn't want to go reshelving and recataloging everything—not with a cranky blue unicorn to look after—and if Spike were left to that task he would just dump everything on the floor and call it the "everything" section. And hanging out with Trixie was, well, that just made her giggle and cringe at the same time.

But thinking of Trixie sparked another thought in Twilight's mind. Their conversation from the night before was still fresh in her memory. The question of Trixie's parents was back in her attention—and as she recalled, their fate was still unresolved. Surely Trixie would appreciate it; the pain that had flashed through her eyes when Twilight had thoughtlessly brought it up was unmistakable. Of course she would appreciate having that gnawing question finally settled once and for all.

Besides, that meant diving into the records of Trixie's past, tossed about between orphanages and essentially raising herself—and teaching herself to do magic. It certainly explained her lackluster performance against the Ursa, at any rate. Hers were the kind of levitation and conjuring spells that pretty much every unicorn with a working horn could do, plus perhaps a few illusion spells thrown in for good measure. But it had been a hodgepodge, undisciplined sort of magic, lacking the careful crafting of a proper education.

And if a sliver of Trixie's past could so easily explain just that about her magic, Twilight eagerly imagined what else it could explain. That was the key to figuring out what made Trixie tick—and once she understood _that_, it would be child's play to actually start building friendship.

It was perfect! It was genius! There was no way it could go wrong! Fluttershy was coming over soon and Twilight couldn't wait to share her new plan.

—

A few last stitches went by painlessly and Rarity sat back with a satisfied sigh as she examined her work. A breezy sort of summer dress sat on the mannequin before her, largely inspired by the one she'd made—well, "made"—for Twilight for her birthday. Reactions had been favorable in Canterlot after Fancypants' endorsement, anyway, and while the artist in Rarity had loftier aspirations, the sensible business manager knew that the artist wouldn't get very far without resources, and resources tended to cost money.

She sighed again, this time out of just plain tiredness. Eight dresses in three days was certainly within the realm of possibility and no self-respecting clothier would turn down a windfall order like that, but it had kept her burning the midnight oil, even with Spike collecting gems for her and Sweetie Belle out crusading for her cutie mark—which meant someone other than Rarity would have to deal with the ensuing messes. She had earned a break.

And there was still the occasional customer all the same, there for the low-price-if-not-free-of-charge alterations and repairs. The bell at the door rang and Rarity turned around, putting on a cheerful smile. "Welcome to Carousel Boutique, where—" She stopped short at the sight of just who had walked in. "Oh, hello again, Ms...Comet, I believe it was?"

The haughty pink pegasus waved a perfunctory greeting. "Comet, yes." She looked around the boutique with a hint of approval. "Glad to see I'm not the only pony in this town with a taste for fashion."

"Oh, indeed!" agreed Rarity. "I love Ponyville dearly but it certainly can come to be quite a bore when it comes to style and glamour." She glanced out one of the windows in the approximate direction of Sweet Apple Acres. "And some ponies are particularly fashion-averse."

Comet glanced around the shop again and her eyes seemed to hover over one particular chest. Rarity followed her gaze and found that it landed on the gems Spike had collected for her. One of her clients demanded a jewel-encrusted ballroom gown with enough precious stones to dazzle any onlookers under even the dimmest light of the chandelier. Which of course meant Spike had spent the better part of a day clawing up gems, and he came back to the boutique so exhausted that Rarity simply let him keep an armful of them. Never would she understand why he _ate_ them, but it made him happy, and that was good enough.

"Ah, a taste for jewels, hmm?" she asked. "You know, not too many ponies are aware that Ponyville is close to some excellent gemstone grounds. They're practically as common as grains of sand on the beach."

"Are they now," Comet murmured.

"Of course, I understand that they're considerably pricier in other parts of Equestria," Rarity went on, "but I suppose that just makes Ponyville a buyer's market! Wouldn't you agree?"

Comet lifted up one of the gems—a gigantic opal that glittered with every color of the rainbow. "Buyer's market indeed." She set it back down and turned back towards Rarity. "So you make all these dresses yourself?"

"Down to the last stitch! Are you perhaps interested in one? We can discuss it—"

"Not today," Comet said with a small smile, "but I will be back very soon."

—

Twilight Sparkle's ears went flat at the sight of Fluttershy's reaction to her brilliant plan. Maybe brilliant had been too strong a word after all.

"Well, it's not that you're doing the wrong thing," Fluttershy hedged, "it's just, I don't think she's going to like that you're, um—"

"Snooping around in her past?" Twilight sighed. "Digging up dirt? Finding blackmail material? Learning everything I can so I can lord it over her and cackle with evil delight at my superiority?"

Fluttershy blinked. "I-I was going to say 'doing it without her permission.'"

Twilight bonked her head against the table. "How do you even go about making friends with someone who doesn't want to be your friend anyway?" She sighed. "I've told her over and over again that if we don't get rid of that Nightmare we kind of have to, you know, kill her. And I've tried to talk to her about even the stuff she likes, like putting on shows, and she still holds me at arm's length. And I kept Rainbow Dash and Applejack from just beating her to a pulp like they wanted to. What more do I need to do?"

Fluttershy bit her lip. "Um—"

"At this rate we'll never get her fixed," Twilight moaned, "and then we'll have to use the Elements of Harmony and kill her and then I'll be a failure in the princess's eyes—"

"Um, Twilight—"

"—and then she won't trust me with important things like this anymore and then I won't have anyone to talk about magic with and—"

Fluttershy promptly put a hoof over Twilight's mouth and instantly stopped the stream of words.

"Well," she said, "we didn't become your friend by making it a project that had to get done. It just happened."

"I know," Twilight sighed, "and I just can't figure out how to get that to work here."

"But that's the point. You're not supposed to figure out how to make it work. It just does." Fluttershy smiled. "If you want to be her friend, then just be her friend, and she'll come around sooner or later. That's how we made friends with you."

Twilight frowned. "No complex interplay of psychosocial forces?"

"Not at all."

That was the last thing Twilight wanted to hear. Mysterious forces beyond pony comprehension resulting in the emergent property of friendship? It was so frightfully disorganized! She looked back up pleadingly towards Fluttershy. "I don't know. I still think looking into her parents and all that is worth it."

"Well, then you should ask her."

"And what if she says no?"

"Then don't do it." Fluttershy gave Twilight another warm smile. "And don't you worry about a thing, Twilight. We all treated you like you were already our friend when we first met you, because you _were_ already our friend, even if you didn't know it until later. And that's all you need to do to win Trixie over. It just might take her longer to realize it," she glanced upstairs sheepishly, "since, you know, Trixie is kind of cranky."

"'Kind of'?"

"Okay, really cranky." She smiled again and pointed up the stairs. "Speaking of which, I think we ought to go check on the patient now..."

—

Fluttershy, of course, was right. Every rational little neuron in Twilight Sparkle's brain understood that. All the research agreed with her anyways: actually fostering friendship was an intensely complicated process with a bewildering array of variables that no single mind could possibly track, let alone distill into some useful practical theory. That was why the magic inherent to it was so little-studied. Of course she knew that.

That didn't make it any better.

The yellow pegasus had left hours ago after another checkup, and Twilight sat at her desk, books and papers piled up before her, attention occupied by the other thing she'd brought with her from Canterlot—copies of all those records of Trixie's past, or at least the ones Canterlot had offered up. It was scant information and thus Twilight had no more idea of what made Trixie tick than she did before Fluttershy shot down the whole idea, but now there was an infinitely frustrating new complexity added to the whole business—Trixie herself.

Her ribs were healing enough that she could actually breathe fully and move about better, and her legs weren't quite so painful anymore, although she was still laid up and not going anywhere. At the very least, she had been more cooperative with Fluttershy—although that probably had something to do with the Stare—and ever since their conversation last night she hadn't been _quite_ as virulently obnoxious and abrasive. So that was progress, at least.

But that was the problem. Progress. Progress was a thing that you measured. But Twilight simply could not get into Trixie's head and figure out where things stood and what was going on. Was she finally warming up to Twilight, or was this just resignation to the immutable facts of her injury and captivity? Twilight sorely wished that that old pegasus Flicker had left a journal or something about how she'd managed to worm her way through Nightmare Nebula's layers of hatred and bring out the hurting pony underneath. Some guidance would be nice here.

Twilight sighed and glanced across the room at the sleeping Trixie. Fluttershy was right, but she wasn't about to give up the idea that Trixie's past was the key to her present so easily. That was always how it worked. And she needed more than just friendship. Twilight's friends hadn't been trying to save her from a demonic presence that fed off her hatred, and Twilight needed metrics.

She looked down just under the bed, by the nightstand, where the box that had once contained her cloak and hat had been tucked. At the time, Snips and Snails had been under express orders not to open or go through anything, but to simply shove the salvageable stuff off to one side and clean up what was left. And Twilight certainly hadn't gone snooping through Trixie's abandoned belongings. Invasion of privacy, that.

But now it was different. Now her life might be on the line. And if Twilight asked, it wasn't as though Trixie was going to say yes. It had taken that box of stuff and a lot of kindness and patience to just get her to even look at Twilight with anything less than a withering, soul-crushing glare. If she wasn't going to cooperate to save her own life then Twilight would just have to overrule her, and Trixie could just thank her later.

She peered at the box again and cringed. It would be child's play to simply lift it over with a bit of magic, rifle through its contents, take things downstairs, and then slip them back in the next time Trixie was asleep. She would never even know. And anyways, if it helped save her from the Nightmare, wasn't it worth it?

Twilight bit her lip as she thought of Fluttershy's reproachful glare. She thought back to that whole Gabby Gums fiasco, and how hurt her friends had been to have their privacy violated for a few cheap laughs and some newspaper circulation. But this wasn't something so petty. It was life and death. Wasn't _that_ worth it?

The princess's words came back to her, and she screwed her eyes shut and imagined what Trixie would do if she found out—to see things from her perspective. The ensuing images stretched the capacity of Twilight's imagination for violence and rage, but the point was clear. Besides, if something made Trixie that angry, the suppression spell would probably fail, Nightmare Storm would come surging back, they'd have to knock her down and suppress the Nightmare again, and they'd probably just aggravate Trixie's injuries even more—which meant she would be here even longer, and everypony's nerves would get that much more frayed.

And that was that. She looked back at Trixie, heart sinking at the thought that her mind would have to remain a mystery. Mysteries were no fun if you couldn't solve them.  
Then again, that was Fluttershy's point, wasn't it? Trixie wasn't a mystery, or a project, or anything else. She was a pony—a pony who needed a friend. And even Twilight could see the flash of pain in Trixie's eyes when she'd had brought up the subject of parents.

And one thing friends _did_ do was take away each other's pain. So perhaps she'd solve a mystery or two after all. It would just have to wait until Trixie woke up.

—

"Oh, Dashie, don't be silly!" chirped Pinkie Pie. "It takes a lot more than that to offend old Auntie Pinkie Pie!"

Perched on Applejack's wagon as the orange earth pony rolled it around the farm, Rainbow Dash stared skeptically at the pink pony bouncing alongside it. "I guess," she said, "but don't go asking _me_ to go make nice with her. You know I'd kick her teeth in or something."

Pinkie gasped in disbelief. "But that would be _mean!_"

"Yeah, well, so's she," Applejack added with a grunt. "Now would ya mind gettin' off my wagon? Hard enough luggin' it around without a bunch'a dead weight in the back."

"Well just for _that_ I'm think I'm gonna have to get even comfier," Rainbow shot back, and settled herself down against the side wall with a melodramatic yawn.

Applejack rolled her eyes, then kicked the wagon hitch hard enough to tilt the whole wagon back—and Rainbow Dash slid out with a yelp and landed in the dirt with a crash.

"Thank ya kindly," she said with a tip of her hat, then hitched herself up and marched off over the fields.

"Jeez, what's gotten into her?" grumbled Rainbow as she dusted herself off and got back up. Pinkie shrugged.

"I dunno! Hey, let's go see if Trixie and Twilight have driven each other nuts yet!"

"Twilight's already nuts. I'd be more worried about Spike if I were you." Rainbow grimaced at the mere thought of actually having to live with those two. "'sides, Twilight was nuts to want to do this in the first place."

Pinkie's preternatural smile disappeared for a moment. "You still won't forgive Trixie for the whole rainbow tornado whatever thing she did to you?"

"Oh, no, I'm pretty much over that," Rainbow scowled, "although I certainly won't let _her_ forget it, but," she sighed and her ears went flat, "I dunno. The whole 'trying to kill one of my friends' thing, y'know? Sort of enormously not cool."

"Oh right, that."

"Yeah. You can make fun of me and all, I can survive that. But threatening one of my friends? Look the heck out." She kicked idly at the dirt. "And it doesn't help that she was totally a gigantic jerk anyways."

Pinkie was uncharacteristically silent and thoughtful for a moment, but just as Rainbow Dash started to get unnerved she returned to her bubbly self. "Well! If Trixie was really that bad all the time Twilight would've probably just gotten us all to get the Elements and explodiate her! But Trixie hasn't been reduced to a pile of ashes yet, so she can't be _that_ bad."

Rainbow considered that for a moment. "I guess. But still," she cringed at the very thought, "what if it works and they do become friends? Then we'd have to be friends with Trixie too."

"What's wrong with that?"

"I don't wanna be friends with someone like her."

Pinkie was silent again, much to Rainbow Dash's moderate unease. "You know," she said after a moment's pause, "if Trixie is like that to everypony, she probably doesn't _have_ any friends."

"Wouldn't shock me," Rainbow snorted.

"But that would be awful!" Pinkie exclaimed. "Imagine if _you_ had no friends, Dashie! No one to watch your stunts, no one to go cheer for you at the Junior Flyers Competition, no one to come see you when you break your wing and have to stay in the hospital, no one to have to be there for—oh my gosh that would be _horrible!_ No wonder she's such a meaniehead!"

Rainbow Dash cringed. When it was put like that it kind of did make sense why Trixie was such a jerk—a self-fulfilling prophecy, as eggheads like Twilight might like to call it. "Well, still," Rainbow sputtered, "if she wants friends she's gonna have to be nicer to everypony."

"If you say so," sang Pinkie.

Rainbow pouted as Pinkie got distracted by a butterfly or something. Of course she said so. Because it wasn't just the way Trixie made her look stupid in front of the whole town. It wasn't just the thought of having to be friends with her. It wasn't even just the part where Trixie had this murderous evil demon thing inside her that still wanted to kill Twilight—although that _really_ didn't help.

No, the real problem was this sickening, indistinct, fuzzy _feeling_ that something very big was about to change. It was frustrating. Maddening, even. It made no sense. She couldn't point to anything that explained it; after all, it wasn't like anyone really wanted Trixie hanging around any longer than it took to get the Nightmare out of her. And seeing as how she'd been run out of this town the last time she'd been here, she probably wouldn't even want to stay. Yet the feeling remained, and it wouldn't go away.

Rainbow got back up with a sigh and headed off after Pinkie. The worst part of it all was how she was totally on her own with it—because really, how could you ask for help when you don't know what the problem is?

Stupid feelings.

—

At heart, Spike was really a simple soul. He liked food. He liked games. He liked his friends. He liked Twilight. He _really_ liked Rarity. He was a creature of simple tastes. It wasn't his fault that his simple tastes happened to involve what the creatures around him considered precious stones, possibly worth vast sums of money in some parts of Equestria. At heart he just liked to eat, and it was the outside world that made everything so complicated.

Of course, simple as he was, Spike wasn't completely hopeless. He'd picked up a sliver of common sense at Canterlot as Twilight's assistant, and even if _she_ never left the library or socialized with anyone, at least he did. In the end he knew he was a bit bumbling and goofy—but only a bit, and besides, everypony had their faults.

And so, taken altogether, it was not entirely lost on Spike that Twilight Sparkle had fixed some harebrained idea in her head and that was at the root of this whole episode with Trixie. The mystery was what its real nature was.

On the other hoof, Spike was not completely unperceptive. Well aware of how much this all seemed to mean to Twilight, he decided that if he could get along with the likes of Rainbow Dash and Pinkie Pie—who could be trying in their own ways—he could at least give Trixie a shot. And if she got too difficult he could just light her mane on fire or something and that would take care of that. And so, as Spike collected the dishes from Trixie's lunch and glanced up at the cranky blue unicorn, he decided that it was time for something of an experiment.

Naturally, Trixie struck first. "What do you want?" she asked.

"Well hello to you too," Spike answered with an arched eyebrow.

Trixie pursed her lips and then dug a sheaf of papers out from under her pillow. "By the way," she said, with only as much politeness as was necessary, "you can give these back to the bookworm."

Spike took the papers and glanced over them. "She gave you pages from the _Codex?_"

"Hmph. Decided to assign me some reading instead of a lecture."

"Oh, well, count yourself lucky, then. Usually she does both."

Trixie cringed at the thought and Spike didn't blame her in the least. He'd sat through more than one Twilight Sparkle discourse, followed and often also preceded by required reading, which Twilight expected her assistant to understand well enough to help her hunt things down in the library. It was no fun to be trapped in one of Twilight's scholarly crusades, even for someone who was pretty much used to the whole "research assistant" gig by now.

He flipped through the pages again. "So why'd she have you read this stuff anyway?"

"So I'd 'understand the gravity of the situation perfectly well,'" sneered Trixie. "As if I'm somehow unaware of my present circumstances or something."

Spike blinked. "Well, you don't seem too bothered to have an evil shade of doom fueled by hatred and powered by the dark forces running around inside you." He shrugged. "Plus there's that whole 'trying to kill Twilight' thing. Makes a bad impression, y'know?"

Trixie scowled. "If I'd known it was going to leave me broken and trapped in her home," she mumbled, "I never would have said yes."

Again Spike blinked. "Said yes?"

"You don't think I just conjured this power up myself, do you?" Trixie asked, with a bitter glance down at the diminutive dragon. "And all for nothing."

Spike frowned and decided that he would tell Twilight about this later instead of pressing it now. "So," he went on awkwardly, "now you've felt the wrath of Twilight Sparkle the obsessive-compulsive reader."

Trixie eyed him carefully. "Your point being...?"

"Oh, not much, just that I've been there too." He waved a hand dismissively. "One time she became totally engrossed in this species of guppy in the river out on the outskirts of the town. And it wasn't even an interesting species of guppy. It just did fish stuff." He grimaced as the horrible memories resurfaced of spending entire days out there with little nets and jars of water, trying to capture live specimens because Twilight told him to, and long nights of cataloging the intensely boring feeding, schooling, and reproductive habits of an intensely boring fish. "Never seen anything more dull in my life."

Trixie stared skeptically at him. "Guppies."

"I can get you the research notes if you don't believe me."

That didn't appear to help. Instead Trixie cast a vaguely horrified look about the room. "So I'm trapped by the same pony who humiliated me here and also apparently has an obsession with boring things. Wonderful."

Spike frowned. "Well, yeah, but it's not that bad. After all, once Twilight gets all obsessed about something, if there's an answer, she will find it. Guaranteed. Like, say," he shrugged, "the question of whether or not we can get this Nightmare outta you before we have to break out the Elements."

"So now I'm the guppies in her crazy little mind?"

"No. Saving you is the guppies. You," he shrugged, "you're just you."

Trixie went silent and Spike decided that that was probably all the conversation he would get out of her for the day.

And at any rate, as he took the dishes back to the kitchen, even he had to wonder about Twilight and Trixie and projects and guppies and the weird metaphorical relation between them all. Even for Twilight Sparkle, there was a limit to how far she could push her research. After all, the guppies didn't change; the only thing that changed was Twilight's knowledge about them. And once that knowledge got as far as it could go, Twilight's interest shifted to something else.

But what about a pony? Ponies were way more complicated than guppies. And Spike could only imagine what mental contortions Twilight was going through right now, trying to figure out this irritating blue unicorn. And there were no nets and jars of water for Spike to collect live specimens this time. She was on her own.

And Spike wasn't quite sure how to feel about that.

—

"The parade of talkative visitors has no end, does it?" sneered the Great, the Powerful, and the apparently very cranky Trixie as Twilight Sparkle stopped upstairs. The sun was on its way towards the western horizon now and Spike was downstairs preparing dinner. There were all kinds of questions swirling in Twilight's head—not least that portentous remark about "saying yes" to something in regards to the Nightmare that Spike had picked up and promptly told her all about—but right now there was only one that was on her lips.

"I have a question," she said. "It's important."

Trixie stared back for a moment. "Okay...?"

"You said you don't know what happened to your parents. So I'm offering to find out. I've got connections and resources, so if anyone can figure it out, it's me."

Trixie's confusion was promptly replaced with offense. "You think I want you meddling in my personal affairs?"

"Trixie, I saw the way you reacted when I brought up the subject of parents. And I want to help. Will you let me?" She frowned. "I won't do anything if you say no, but remember that I've got a line to the princess herself, and I know how to research stuff like this. And," she took a step closer and ignored the way Trixie's glare got just a little harsher, "well, it's what I'd do for any of my friends."

For a moment, Trixie's eyes flickered with emotions, before they settled on revulsion. "And since when were _you_ my _friend_?"

"Since I stopped everyone from just incinerating you with the Elements of Harmony," Twilight said.

Trixie turned her bitter gaze towards the wall. "You keep hanging that over my head," she sneered. "Every time I don't go along with your latest harebrained scheme you threaten to pull out the Elements of Harmony and wipe me out. And now you have the gall to come here and tell me that you're my friend and you just want to help me?"

"It's not like that—"

"Isn't it?" She waved a hoof contemptuously at her surroundings. "You took away my power, you broke my body, and now you've got me trapped here treating me as a science project. Why should I trust you with something so important as the secrets of my past? Things not even I know? What if I say no—will you drag out the Elements and threaten me until I agree?"

"Of course not! Trixie, all along we've been trying to help you!"

"Then I would find it _infinitely_ helpful if you'd _shut up and leave me alone._" And with that, Trixie turned over.

Twilight fought back the tears welling up in her eyes. Threatening her and treating her like a science project—of course not! Hadn't she just mentally wrestled all those doubts to the ground? She looked back at the brooding unicorn and wondered how she could be a friend to someone who didn't even want friends.

Even at that thought, the irony was inescapable and she had to smile bitterly. Doomed to try to make friends with herself. Who said the universe had no sense of humor?

"Trixie," she said quietly, "I can find out. I saw how you reacted when I mentioned your parents. I'm not doing this to hurt you. You're already hurting, and," she shuffled her hooves, "and I want to make it better. Because that's what friends do." She put a hoof on Trixie's shoulder and ignored the way she flinched. "Is that okay?"

Trixie looked over her shoulder—and for a moment her look softened, before she turned around again.

"I'll think about it," she mumbled back.

Twilight smiled and left it at that.

Later that night, as Twilight headed off for bed, she locked eyes with Trixie for a moment—and gone was the typical animosity, replaced by a sort of muted curiosity and resignation.

"The orphanage told me their names were Starstreak and Shimmer Lulamoon," Trixie said quietly.

Twilight stopped short. "E-Excuse me?"

"You heard me." Trixie looked back up with another glower, although even surly Trixie didn't seem to have her heart in this one. "I might as well, if Miss Connected-to-the-Princess is offering to put all those resources to use for my benefit at no cost. Right?"

Twilight smiled. "Right. I'll find out."

"You promise?"

"I promise, Trixie."

She bade Trixie good night and then rushed off to find Spike—because, after all, he had a letter to write.

—

It was infinitely convenient living with a baby dragon whose enchanted fiery breath constituted a direct line of communication to one of the two undisputed rulers of all Equestria. Twilight Sparkle had seen how messages to the princess that didn't go through a dragon's lungs worked; she still wasn't sure she'd ever seen that much paperwork piled up anywhere else.

As usual, Princess Celestia's response came with the dawn—much to Twilight's delight and Spike's annoyance, since coughing up a scroll was not a fun way to start the morning. The actual content of that response was slightly less delightful. Princess Celestia could not spare any staff to go combing the archives in Canterlot for news on Trixie's parents, so Twilight Sparkle, researcher and bookworm extraordinaire, would have to take on that daunting task herself. At the very least, the princess had agreed with Twilight's rationale once she explained it.

But this posed a problem. Twilight would have to spend at least a day in Canterlot, maybe more, and _that_ meant leaving Trixie alone with everyone else. And that was something of a dodgy proposition.

Trixie and Spike seemed to be settling into some kind of mutual nonaggression pact. That wasn't exactly friendship, but it was probably good enough. Rainbow Dash and Applejack refused to have anything to do with her. Rarity kept her distance. Pinkie Pie and Fluttershy were the only ones who came by with any regularity, and even the former stepped a little gingerly around the cranky blue unicorn—which meant Fluttershy was the only one of Twilight's friends with which Trixie seemed to have any decent relationship. And Twilight had a half-formed theory that it was actually metaphysically impossible to not like Fluttershy, so that wasn't exactly a great achievement.

And so Twilight was out getting an early start on the weekly shopping, while Spike held down the fort back at the library, and she had the added task of figuring out how she would break this to her friends. It seemed like ages since she had seen some of them. And so it was that she felt that inexplicable bolt of suspicion rush up her spine as she caught sight of a familiar chestnut-colored pegasus strolling through the market and contentedly munching on a sunflower sandwich.

"Seesaw!" she exclaimed, just as the pegasus caught sight of her.

"Well well, if it isn't Twilight Sparkle," he answered with a smile. "Crossing paths more frequently these days, aren't we?"

"I guess so!" Twilight cringed. She hated small talk.

"Although I'm afraid I won't be around here for the next few days," Seesaw went on with a frown, "as business will take me back to Canterlot. I'm sure you understand."

"Canterlot, huh," Twilight said, "maybe I'll run into you there too."

"You're going back there too?"

Twilight shuffled her hooves. If knowing that she had fans cheering her on, albeit for vague and ill-defined reasons, would help Trixie beat back the Nightmare, then so be it. "Well, you're always asking about Trixie, so I figured you deserve to know. She's got an illness right now, unicorn stuff," she tapped her hoof for emphasis, "and Princess Celestia has asked me to help research treatments. So I need to get back to Canterlot soon and look through the archives there."

Seesaw put a hoof to his chin, deep in thought. "Interesting. And how is her prognosis?"

"Oh, she'll be fine," Twilight added, feeling dumb for having not said so earlier, "it's just, well, student of the princess, have to keep up with these things. But," she smiled, "I'll let her know you're rooting for her!"

"Indeed," Seesaw agreed, with a smile of his own. "I'm sure there are many who are."

—

"I'll only be gone for a day," Twilight said with a happy wave of her hoof. "Two at the very most. You forget, if there's one thing I'm ridiculously good at, it's high-speed research."

Gathered around the library's table, Applejack and Fluttershy shared a skeptical look. "If ya say so," Applejack said, "but are you sure leavin' Trixie alone is a good idea?"

"It'll be fine. I have the suppression spell down pat, Trixie spends most of the day sleeping or pouting anyways, and Fluttershy and Spike can totally take care of things while I'm gone. Right Fluttershy?"

"U-Um, sure," Fluttershy squeaked.

"Anyways, it's really important that I do this," Twilight went on. "I promised her I'd find out what happened to her parents, and I'm sure you guys understand how important that is." She sat back with a sigh. "Maybe this will finally get rid of the Nightmare too. I mean, how could she still hate me if I go all the way to Canterlot and dig through the archives and give her the answer to this question she's got that's eating her up inside?"

"Uh, right," Applejack said.

"A-Are you sure Trixie really wants you to do this?" Fluttershy asked.

"Of course! She said so herself!" Twilight shook her head. "Anyways, this is probably the best chance I've got for actually getting into her good graces. Her parents mean a lot to her and when I go to Canterlot and find out what happened to them, that'll prove that I'm serious about being her friend!" She giggled with delight and clapped her hooves.

Applejack and Fluttershy exchanged a very nervous glance. "O...kay then, Twi," Applejack said was gently as possible, "ah guess if yer heart's set on this, ain't no way we can talk ya out of it. But just don't take too long up there, ya hear?"

"Applejack, please," Twilight laughed, "you forget who you're talking to!"

—

Just because she had a guest that happened to contain a vicious specter of darkness, and just because she had a train to catch early the next morning, were no reasons for Twilight Sparkle to stop studying. Nothing could stop Twilight Sparkle from studying.

Trixie was fast asleep as Twilight sat at her desk and went over the spell one more time. Rarity had amply demonstrated the limitations of the butterfly wing spell, but that was no reason not to keep trying it, perfecting it. The hardest part had been weaving together all those swirling strands of magic, in imitation of the microscopic scales and structures of a real butterfly wing; after that, it was a simple conjuring spell, taking a magical construct and imputing it into physical reality. Easy.

Twilight squeezed her eyes shut and concentrated. The currents of magic twisted in her grasp, but that was no obstacle to Twilight Sparkle; she tightened her hold as each node of light settled into place. The resistance melted away as the structure took shape. Twilight opened her eyes with a contented smile as she felt the magical lattice solidify, from an ethereal cloud of light into the shimmering gossamer it was supposed to be.

"What the heck is _that?_"

Twilight yelped in surprise and whipped around, to find Trixie wide awake and staring in disbelief—and at that, Twilight sheepishly realized that the spell had actually worked and now she had a set of huge, brilliant butterfly wings stretching off her back.

She pawed at the floor. "Oh, um, hi Trixie—"

"That's not answering my question," Trixie snapped, and she pointed at the wings. "Where on earth did you get _those?_"

"Oh, um, there's this spell—" Twilight stopped short and mentally kicked herself. She wanted to talk about the intricacies of the spell behind these things, but fate had seen fit to foist upon her a guest who was unable to do any magic—and even Twilight knew better than to go blathering about it anyway. "Well, uh..."

"A spell."

"Y-Yes—"

"How did you do it?"

Twilight cringed. "A-Are you sure you want to talk about magic—"

Trixie glared back. "You have absolutely no idea what a great addition that spell would be to my shows. Just imagine, if I can sprout a set of beautiful butterfly wings and soar over my audience..." She shook her head. "Anyways, I want that spell."

"I-If you say so." Twilight levitated the spell book over to Trixie's bed. "It's like a conjuring spell, but you have to set up the structure first, and it has to resemble an actual butterfly wing, like this," she pointed at a diagram on the page, "and after that it's just conjuring."

Trixie frowned. "Show me."

A moment later, Twilight found herself suspending a small rock in front of Trixie, with shimmering bands of magic swirling around its surface. She squeezed her eyes shut and locked the last scales into place, and then pulled its structure from the ethereal to the real—and then she opened her eyes again and looked down at Trixie, staring in wonder at the winged rock. Twilight frowned and idly hoped that this wasn't some kind of abomination against nature—but before she could do anything else, the wings promptly fluttered once and then vanished in a cloud of light.

Trixie looked up at Twilight with an inquisitively-arched eyebrow. "And that was...?"

"Oh, sorry," Twilight said, "there's some, um, limitations to the spell. The wings are sensitive to sunlight, so if you were to fly too high or spend too long in the sun they'll evaporate." She glanced down at the rock again and frowned thoughtfully. "And I guess they don't last very long when they're attached to a rock." Twilight turned the book around and peered down at the page. "That's weird, you should be able to attach wings to a rock. Unless the wings require some kind of direct connection to a living thing to sustain themselves, and rocks aren't living things—but I had a magical connection going so it should have worked—unless—"

The purple unicorn looked back up with a hint of blush as she met Trixie's incredulous stare. "Um," said the blue unicorn, "alright then."

"S-Sorry, I was just, um, thinking about the spell, you know, and—"

"Right, whatever," Trixie said, and yanked the book away. Twilight stepped back and watched her start to read.

"Err, well, enjoy," she said nervously, and then slinked away.

—

It all started with a crash.

Rarity snapped awake. It was the middle of the night—2:30, said the clock—and if she was asleep, undoubtedly so were Sweetie Belle and Opal. That left only one possibility: a break-in.

It was not inconceivable that Carousel Boutique might be the target of thieves, where it was an open secret that Rarity made a fair bit of coin with her clothier business and occasionally got some very high-profile customers. But if someone wanted to rob her store, well, they would have to deal with her first. She shook out her curlers and rushed for the stairs.

Rarity landed with a thump and immediately lit up her horn with the brightest illumination spell she could muster. The room lit up like a bright summer's day and she caught some movement off to the side—right next to her gem chest. Something darted out from behind the chest, jewels spilling after it.

"Stop right there!" Rarity cried, and sent an empty mannequin crashing into the object. It shook its head, vaulted forward, and went crashing through the window.

Sweetie Belle came bounding down the stairs. "What was that?!"

"Go back to your room, dear," Rarity said quickly, "and don't come out until I say so!" She rushed to the window and scanned the area—but there was nothing there. Just broken glass, a couple of fallen gems, and—a feather?

Rarity lifted it up and held it under the light. A pink feather—so whoever had done this was a pegasus. She looked back to her gem chest and her heart sank at the sight of roughly a third of its contents scooped out. That was discouraging—poor Spike's efforts had been wasted—but she could find more gems. And she could fix the window.

Instead, a knot of anger bubbled up from her heart. Who would _dare_ violate the sanctity of her home and steal her belongings? She looked around frantically at the rest of the damage. Nothing else appeared to be out of place, but the door had been pried open—and the lock had been cut in half. Obviously she would have to get a better one. A pair of bolt cutters sat in the doorway—the tool with which this vile deed had undoubtedly been started.

A _clack_ of hooves sounded outside and Rarity turned to find Rainbow Dash shoving her way inside. "Rarity! I heard a crash, are you okay?!"

Rarity glanced around her home one more time and sighed. "Yes, darling, I'm fine. But _someone_ broke in here and stole a bunch of my gems!"

Rainbow looked around herself. "Gems? Just the gems?"

"So it seems." Her safe was upstairs, so if the thief had gone after that, they would've had to break into her room. The finished dresses she'd left on their mannequins were undisturbed. Someone just wanted gems—although perhaps she'd caught them early enough that gems were all they had time to take. "And," she added, and lifted up the wayward feather, "I found _this_."

Rainbow frowned at the pale pink feather floating amid a shimmering blue field of magic. "Hmm. There's a lot of pegasi with pink feathers in Ponyville."

"Indeed." She looked over the feather herself. "I caught the perpetrator in the act, but I couldn't get a good look at them before they bolted out the window. I did hit them with a mannequin, though."

"A-A mannequin?" Rainbow stuttered, and looked towards the window, where sure enough an overturned mannequin lay. "Wow, holy horse apples, nice goin' Rar'!"

"Thank you, darling." She fluffed her mane for a moment. "Unfortunately, the feather here is all I managed to get, and there's a pair of bolt cutters by the door if that helps."

Rainbow sat down with a sigh. "Jeez, this is weird. Like that robbery in Canterlot that Pinkie and I ran into..."

Rarity blinked. "Robbery?"

"Some pegasus pony robbed a jeweler's in Canterlot. Said she just swiped a bunch of gems and took off like a shot out the window, and she was gone so fast nobody got a good look at her." She frowned, thoughts deepening. "And now the same thing happening in Ponyville..."

The white unicorn sighed and put her mannequin right side up again. "I suppose in the morning I'll need to report this to the Town Hall. And," she cringed at the thought of it, "I'll have to have that window replaced too. What a mess."

"You want me to stay here and keep you company?" Rainbow asked. Rarity shook her head.

"Oh, that won't be necessary, thank you," she pawed at the broken glass on the floor, "I'll just have to clean this up before Sweetie Belle or Opal gets to it." She tucked the feather away on her desk. Work to do to restore her shop to its former pristine state, yes—and then to find out who did this.

—

"_Idiot,_" hissed Lapis Lazuli, as she sent Comet flying into a tree with a blast of magic. Gems scattered everywhere and the pink pegasus slid to the ground with a whimper.

"Look at them!" she wailed back. "That opal is the size of a tangerine! How was I supposed to just leave them there?!"

"Quite easily," snapped Lazuli, advancing threateningly on the cowering Comet. "What if you were caught? What if you left evidence that leads back to us? What if somepony recognizes you? What if they call in the Royal Guard to investigate? You have jeopardized our entire plan!" Her horn lit up with glimmering red fury. "You are a liability now, Comet, and I have ways of dealing with liabilities—"

"Whoa, whoa, _whoa_, calm the heck down there, Lazzie."

All eyes turned as the trees parted and the familiar form of that black stallion with the fiery mane stepped into view. Lazuli's horn went dark and she immediately stepped aside, head bowed.

"Master, we specifically told them not to steal things and she did it anyway," she protested. "It was a completely unacceptable risk—"

"Yes, yes, as you've made abundantly clear," the stallion said, and took in the entire chastened group with a sweep of his wings and a plume of flame. "All well and good, but I've got a bit of a new job for you folks. See, it's come to my attention that our good friend Twilight Sparkle is going to Canterlot soon, and all on her lonesome, at that. And I think it would be a good idea if we were there too, in order to properly welcome her." He grinned. "Whaddya say?"

"In Canterlot?" Barbell grumbled. "Robberies and pickpocketing is one thing, boss, but this? Under the princess's nose, with all the Royal Guards everywhere?"

"And you _did_ say she's a magical phenom," Razor Edge added with a frown. "Are you sure about this?"

"Friends, friends," laughed the stallion, "yes, I know, she's big and scary and she's got the Element of Magic and all that. She still doesn't know about me, and lest you forget..."

Flames burst out of the ground and lashed up around the trees. All six ponies huddled together in terror as the fires roared towards the sky and showered them all with smoldering debris. In the center of it all stood the black stallion, flames swirling around him, crimson eyes glittering with delight.

"I'm no Trixie," he said.

All of Everfree shuddered to hear him laugh.

—

The room glittered with moonlight diffused through the translucent butterfly wings still stretching off Twilight Sparkle's back. Trixie stared in wonder, having evidently even forgotten to show outright hate, and Twilight idly wondered if these things had some kind of pheromones or something that were taking the edge off of Trixie's typical crankiness. The blue unicorn blinked as Twilight fluttered her wings and bathed the room in dizzying, whirling light.

"They're beautiful," she murmured. "How in the world did you stumble upon this spell?"

Twilight nodded to the book in Trixie's lap. "My friends and I wanted to head up to Cloudsdale to watch Rainbow Dash in a flying competition, and I tried using this as a way of getting us all up there." She cringed at the memory of Rarity plummeting to statistically very likely doom. "Lessons were learned. But, Rainbow Dash _did_ pull off a Sonic Rainboom to save the day, so it all worked out in the end."

Trixie kept her eyes fixed on Twilight's wings. "Those would make my shows absolutely magnificent."

"Well, it's a tough spell to perform—"

"Are you saying I can't do it?"

Twilight winced as the crankiness returned. Maybe there weren't any pheromones at work here. "N-No, just, it's hard to do," she said, "like the fireworks spells—"

"Ha! Those are mere foal's play to the incomparable magic talents of the Great and Powerful Trixie!"

Twilight tried not to roll her eyes. "Right, well," she put on a smile, "if you want, once we get this whole Nightmare thing settled I can teach you this spell. And others! I know a bunch. It'll be great, I promise."

That evidently brought the gears in Trixie's brain screeching to a halt. "W-What?" The look of outrage returned and Twilight held back a sigh. "Listen, I told you I wanted this spell to improve my shows. I didn't say we were friends or something."

Twilight thought back to what Fluttershy said, and lifted the book out of Trixie's lap. "I think we already are," she said with a smile, and she turned to another page. "Ooh, here's a good one. The music spell, the one I used to draw a lullaby out of the cattails. How would you like your show to have a soundtrack?"

Trixie stared back skeptically.

"Look," Twilight went on, "I'll show you." And at that, she closed her eyes, reached back into her memory, and then reached out into the world with the arms of magic to draw its music to the surface. A lilting melody drifted through the window from the trees outside; Trixie blinked in surprise as its soft notes reached her ears.

"H-How did you do that?"

"It's all in the book." Twilight smiled sheepishly. "And, um, when you're back to normal, I can show you."

The blue unicorn looked back dubiously at the spell book in her lap. "Are you saying my show was boring or something?"

"No! No, I'm just, well, guessing you wouldn't mind adding new stuff to it, right?" Twilight shrugged nervously. "It's just, well, I...you know, thought you might enjoy knowing new spells. Like me."

Trixie stared back for a moment, and then looked back down at the book and pointed at the page. "What about that one?"

Twilight followed her gaze. "Ooh, the transmutation spell. Here, I'll show you, I'll turn an apple into an orange..."

—

The sun had long since set and this was the time of Princess Luna's dominion over Equestria. The nature of the night had changed since her banishment. Ponies could stay up late enough to appreciate the artistry of her constellations and the breathtaking vistas of her night skies. But the night, without the blinding glare of the sun to throw everything into clear relief, was also a time of thieves and scheming and corruption. Those with dark intent preferred the night—the better to hide their deeds.

Princess Luna did not mind. After all, that made for a new role for the princess of the night: that of the watchful guardian, who kept the peace and protected the world while everyone slept. Crime had edged upward when Celestia could rely on only herself to raise and lower the sun and moon together, and the Royal Guard had stemmed the tide, but nothing quite matched the comforting knowledge to Equestria's citizens—and the unnerving fear for its criminals—that another set of immortal eyes kept watch over the kingdom as it slept. The night was not as safe for evil anymore. It was a role Princess Luna figured she could get used to. It was better, anyways, than making constellations that no one else would see.

But who watched the watchers? For a thousand years, Celestia had borne twice the burdens all on her own, and Luna still felt a stab of guilt at the thought of that. With the guilt came a bolt of annoyance, at the thought of her sister raising and lowering the moon—commanding that which was rightfully hers. Then again, Luna and Nightmare Moon—and the Elements of Harmony—had left her no choice.

And so it was that Luna felt a strange mixture of guilt and anger as she looked down over slumbering Canterlot and pondered her work for the evening. Before the war, it had been the bookish Luna who had handled the most detailed aspects of governance and Celestia who handled the more glamorous roles; but now, after a thousand years of doing everything herself, Celestia no longer seemed to need Luna to help her govern. That, combined with the lunar princess's learning curve in what she had missed in a thousand years' exile, left her workload rather thin. And the princess of the night chafed at the idea that she was now superfluous. What a bitter irony that would be.

She turned around at the sound of hooves on marble. Then again, superfluity was a matter of perspective.

Celestia smiled at her sister as she came to a stop by the railing. "Everything is calm, I'm sure?"

"Equestria sleeps like the dead," Luna reported with a smile of her own. It promptly faded. "You look troubled, sister."

Celestia frowned as she cast a solemn gaze over the capital. "Shining Armor's troops reported in. They went through the caverns under the city with a fine-toothed comb, but they could find no trace of the Nightmare."

Luna felt a twinge of worry. "Perhaps it has moved to another locale."

"That's what I'm afraid of." Celestia looked up towards the horizon. "It's like the story of Nightmare Nebula all over again."

"Nebula? The one who was brought back to right reason by one of her captives?"

Celestia nodded. "The report never mentioned it because there was no evidence, but I've never been able to shake the feeling that there was a second force at work in that whole episode. Something that helped create Nightmare Nebula—and many others, before and since."

"Another Nightmare?" Luna blinked. "The one we are chasing now?"

"Possibly."

"But how? That would mean it has lived for over five hundred years. No pony can live that long."

The solar princess bowed her head. "The Nightmare promises many things beside power. It also promises immortality. It would have made no difference to you, but to a mortal pony, the anger and hatred that sustains the Nightmare can become powerful enough to overcome even death. But that comes with a price—because the pony underneath, the pony whose anger birthed and nourished the Nightmare, still dies. And then the Nightmare simply becomes a physical manifestation of the forces that created it. And at that point, there is no longer a pony beneath the mask to save. And with that sort of power, the only thing such a creature can think about is lashing out at others—and creating more creatures like itself."

Luna cringed as she put the pieces together. "And so you too fear the Nightmare we have been chasing is responsible for the creation of this other Nightmare?"

"Exactly," said Celestia, "which means Twilight Sparkle's job will be infinitely more complicated."

The thought hung over both of them like a thick cloud. Luna cleared her throat. "Have you heard from her recently?"

"This morning. She intends to come to Canterlot and look through the archives for news of Trixie's parents." She glanced over at Luna. "I know you prefer to sleep during the day, but I will be busy with my regular duties, so if you wouldn't mind..."

"Of course," Luna said with a smile. "I think I have taken to this 'watchful guardian' role rather well."

Celestia gave Luna a grateful hug. "You have no idea how hard it was to try to do all this by myself. Thank you, Luna."

Indeed, Princess Luna knew she might appear superfluous to outsiders who saw her sister's hard-won majesty, but she knew she was as essential as her moon and stars to her sister—and to Equestria—even if they didn't know it.

—

"I am not playing the checklist game with you, Twilight," Spike said, and the look on his face showed that he meant every word. The checklist, after all, was at least two yards long. If they actually tried to play the checklist game, they would be there until nightfall. And Twilight Sparkle did have an early-morning train to catch.

Twilight bit her lip and glanced over the horizon, where the sun was just beginning to appear. The first train to Canterlot would be pulling into the station soon, so maybe the checklist game really was a bad idea.

"Are you sure you'll be okay without me?" she asked.

"Aren't I always?" Spike asked, with as much bravado as he could muster. Twilight's skeptical stare did not help. "Yeah yeah, I know, just keep Trixie nice and quiet and leave her alone and don't pick fights, and wait for you to get back. Simple. Don't worry, Twi, Fluttershy and I can handle this."

Twilight frowned. "I'm going to worry anyways."

"Yeah, well, that's why you're the crazy one."

Twilight looked up nervously towards the upper floor, where Trixie was still sound asleep. "I hope I can come back with some good news."

"Yeah," Spike agreed, "it'd be a bummer if you have to tell her that her parents are, like, dead or something."

"Spike!"

"What? Don't tell me you weren't thinking of that."

"Well..." She shook her head. "Look, I need to get going, so you guys just be good and hold down the fort until I get back, okay?"

"Aye aye, captain!" Spike said with a mock salute. Twilight gave him a quick hug and took off at a brisk trot towards the train station. It would be a pretty lousy way to start the day if she missed her train and had to wait an hour or two for the next one. Downright silly, even.

And of course she would still worry. She'd cast a powerful variant of the suppression spell on Trixie after she'd gone to sleep—so hopefully it would last. Then again, she hadn't seen any of Nightmare Storm since that first escape attempt, so she couldn't be sure the Nightmare was still there, or what was going on. And since she couldn't get inside Trixie's head or figure out any other metric of progress, how was she supposed to know if she was any closer to getting rid of the thing or not?

And what if Spike was right and Twilight brought back unhappy information? Well, at least Trixie would know. And she had a right to know. And if worst came to worst...

Twilight put that thought out of her mind. Surely things wouldn't be that bad. She might have to spend all day in the archives hunting down files, but if that's what it took, fine. Bringing back the truth, whether it was happy or not, was what Twilight had promised to do. If she broke her promise, that would make her a terrible friend—and what Trixie needed right now was a friend. Of that Twilight was certain.

And even then, she still bitterly wished she could have some way of telling what was going on inside Trixie's great and powerful little head. Not just for the sake of this whole endeavor, but to know why it had happened in the first place. Why was she so boastful? Why did she run away when her boasts proved not to be true? Why did she embrace the Nightmare's power? And what did she think now, under all that bluster and bravado and pride? What did she think of Twilight now?

Twilight Sparkle was no stranger to questions. That was how research went, after all; one question would lead to two more, and an answer would simply create another question. Twilight was used to that. But sooner or later, research would yield answers that did not simply raise more questions, and then things would start to be solved, and eventually the matter would be closed—or at least, as closed as it was ever going to get. Not here. These were different questions, open-ended, tinged with emotion that Twilight was at a loss to explain. Like her research, these questions led to other questions as well—but this time they were questions Twilight couldn't even fathom. And nothing was stranger to Twilight Sparkle than a question she didn't want answered.

She made her way through the quiet train station and up to the platform. The train was already on its way in, grinding to a halt under billowing clouds of black smoke. Twilight looked up towards the illustrious mountain of Canterlot, where the turrets and towers of the castle were starting to gleam in the first light of the morning. Answers were up there, and she would find them, whether she wanted to or not.

—


	8. Chapter 8: Seesaw

Nightmares

—

Chapter 8: Seesaw

—

"I've opened the city archives for you," Princess Celestia explained as she strode down the marbled halls of Canterlot's library with her faithful student in tow. "I'm afraid you'll be completely on your own in there, but I'm sure a student of your caliber won't be too overwhelmed." They came to a stop at a pair of huge oak doors; Celestia opened them up with a magic nudge and nodded inside. Twilight Sparkle's eyes went wide at the endless rows of shelves and cabinets, all brimming with scrolls, parchments, deeds, records, files... "If you know their names, at least you've got a place to start."

"Absolutely! Thank you, princess!" Twilight cried, gave her mentor a quick hug, and galloped into the archives.

Celestia smiled grimly. If Trixie had gone all her life with no word about her parents, even after she started to see a bit of success as a showmare, then the answers Twilight sought would probably not be happy. But the princess was hardly omniscient. Perhaps everything would work out alright.

On that front, at least.

—

Lapis Lazuli hated the minions her master had chosen to carry out his will. The only one that was remotely tolerable was the hulking Barbell, and that was mainly because he usually kept his mouth shut and left her alone. But they couldn't send him on this errand because he was a gigantic pile of muscle who drew too much attention. They could hardly send the brothers either, or else Castor would find a book on how to cure depression with flaxseed or something and get into a fight with Pollux and they'd both get kicked out. Comet would probably steal something else again. So would Whiplash. And Razor Edge...well, what would a pony who looked like Razor Edge ever do inside a library?

And so Lazuli hid herself among the shelves and watched warily as Twilight Sparkle rifled through scrolls and files. So she was here to go looking into the mystery of the Great and Powerful Trixie's parents. Fine. It had been an hour already and she had already gone through several shelves, but the work remaining was daunting. She would be at this all day. Possibly into the night.

That might complicate things. Or it might not. If anyone could figure out a way around the watchful eye up in Canterlot Castle, it was her master.

Her heart started to speed up. Of course, even her master had his limitations, and the princess of the night was no small thing. They would be gambling a lot on this little operation. One of their few assets was the ability to move with impunity, unsuspected by the authorities or by anyone else—like, say, meddlesome purple unicorns. Every time one of those knuckleheads stole something and went running back to the hideout, they jeopardized that asset—but now the master had chosen to risk casting it off entirely. Surely Celestia would not leave her star pupil undefended in Canterlot, knowing that there was a Nightmare on the loose.

And yet if this all worked, the one thing that could indisputably bring the whole enterprise crashing down would be gone. Only the Elements of Harmony were guaranteed to neutralize a Nightmare—even one such as her master. And without Magic, that most elusive of Elements, the rest would be useless. It was the one thing that would guarantee her master's survival—indeed, guarantee his victory. Even if he couldn't defeat Celestia and Luna themselves, he didn't have to; Equestria held more than enough secrets and monsters to take care of _that_.

But it all depended on the plan today working out. How he could be so calm and cavalier when he had staked so much on this plan was beyond her. But she would do her part—and right now, her part was to report back to him. Twilight Sparkle would surely be here for a while, and when she left, they had to be ready.

She spared one more glance towards Twilight and then quietly escaped.

—

As expected, Twilight Sparkle did not take long to pick up the scent of what she was looking for. Half an hour past noon she found the records from Trixie's first orphanage, in Baltimare. Two unicorns, Starstreak and Shimmer Lulamoon, had dropped off a little blue unicorn foal named Trixie in the orphanage's care. They'd given no reason and the officials had asked for none. After all, surely it was painful for parents to have to give up a child to the care of strangers; why make the pain worse?

That was encouraging. Now she had verification of their names. That made this whole enterprise a little easier. "Starstreak Lulamoon" and "Shimmer Lulamoon" weren't that common. Maybe she could even catch an afternoon train and be back in Ponyville in time for dinner. She wheeled around on the shelves and dove in.

Encouragement quickly turned to frustration and that was the end of expecting to have dinner at home. For all she knew, Trixie's parents had just dropped off the map after they gave her up in Baltimare. Perhaps it shouldn't have been surprising; they weren't exactly famous ponies or anything. Still, if they could live in near-perfect anonymity, how was Twilight ever going to find them? There had to be _something_.

Minutes turned to hours. Gradually, she narrowed the search down. The shelves were organized into types of records, sorted alphabetically, and none of them had so far yielded up anything since the orphanage file. Twilight idly wondered if perhaps her parents were also wandering magicians, never bound to one place, always on the move, and thus never leaving the kinds of records and evidence that permanent residence usually involved. That was an unsettling thought; she might go through every word on every page of every piece of paper in this entire library and never find anything else about them.

It was three in the afternoon when she got down to the end of one of the last shelves—a towering, imposing set of records that came from the Royal Guard. It was among the Guard's duties to investigate disturbances among the populace, whether they be between ponies or involving creatures from Everfree or whatever else. Twilight felt her heart sank. If this was where her answers could be found, they probably weren't going to be good.

And of course, they weren't; whenever Twilight's bad feeling cropped up, it usually wound up being right. Deep in the files, she found a report from two guards about an incident some years ago in Ghastly Gorge. Two traveling unicorns had been attacked by a timber wolf. Another band of travelers had heard the fighting and rushed over to help, but by the time they arrived, it was too late. The Royal Guard had surmised that the two were on their way to Los Pegasus, but, unable to afford train tickets, they'd decided to walk through the dangerous gorge—and for whatever reason, they had decided to make camp a little too far from the main road, and thus too far from help should anything happen. And then the gorge went and proved what made it so ghastly.

Twilight felt her heart break. How was she supposed to tell Trixie _this?_ She sullenly made a copy of the report to bring back, in case Trixie demanded proof—but that was the least of Twilight's concerns now. Even the possibility that this might bring back the Nightmare did not weigh so heavily on her mind. Trixie would never see her parents again. No one had even told her that this had happened—and it had happened, according to the report, while she was still in one of those orphanages. Twilight's mind's eye filled up with images of Trixie bursting with false bravado about how proud her parents must be of her.

But now things made a little more sense. Left in an orphanage by her parents and now alone in the world, it was clear why Trixie had built this arrogant persona for herself—a persona she still refused to drop even when it fueled a creature that would destroy her. It sent a shock of guilt through Twilight's mind; it meant she'd really lost everything in Ponyville when that Ursa had come raging through. No wonder she'd surrendered herself to darkness. No wonder she'd created and nourished this creature that wanted to kill her. And no wonder she was so abrasive and difficult now.

Twilight looked back down at the page in front of her. For a moment she considered telling Trixie that she hadn't found anything, or even that her parents were actually still alive, to spare her from the heartbreak—but that idea made her shudder even as it worked its way through her mind. Trixie would find out anyway, and besides, how could she be so cruel as to keep from Trixie the truth about her own parents? She'd said herself that Trixie deserved to know. She felt guilty for even considering it.

And yet she knew when she got back to Ponyville and broke the news, things would not be pretty. Trixie was already alone and she knew it, but this would make it that much worse. Most of her friends were still leery of her and she probably wouldn't accept their help and concern anyways, especially not at such an emotionally vulnerable moment. But she would be alone, more alone than ever before, and she was going to need a friend. She would need somepony to be there for her and hold her as she cried.

Twilight looked down at the page and brushed away her tears. She would be that friend.

—

The sun was sinking beneath the horizon and the moon was on the rise when Twilight Sparkle finally emerged from the library onto the streets of Canterlot, heart as heavy as lead. Two more hours of research had availed little else but some corroborating evidence for the Royal Guard's report, in the form of a few newspaper clippings of which she duly made copies. Trixie would want to know; these little scraps of paper were the only things she'd have to prove it. She wasn't sure if this whole trip had been a bust.

She headed off to the market and bought a sandwich. The trains would run until well past sundown, so she would have plenty of time to get back to Ponyville—and a long enough train ride that she could think of how exactly she was going to break the news to Trixie. Twilight hated to think that she would have to break the blue unicorn's heart, but what else could be done?

Twilight turned at the sound of hooves on the pavement next to her and blinked in surprise at the rapidly familiar sight of a chestnut-brown pegasus. "Seesaw...?"

"Told you I'd be in Canterlot, didn't I?" he said with a smile. "So how did your research go?"

Twilight cringed. He certainly didn't need to know _that_. "Fine."

"Well, I certainly hope our mutual friend will be back on her feet in short order," Seesaw said with a shrug. "If there's anything I can do to help, please, feel free."

Twilight glanced up at a clock at the top of a nearby building. Still a couple hours before the last train left the station, and if he knew something that might help... "Well, I've been looking for news on Trixie's parents. Family medical history and all that. But what I found in the library, well..."

"Tragic, isn't it?" Seesaw said with a sigh. Twilight blinked.

"Y-You know?"

Seesaw extended a wing. "We had...something of a relationship in years past, I must confess. I was about to go for a walk about the town, if you'd care to join me."

Twilight bit her lip, thought for a moment, and fell into step beside him. If he knew something about Trixie's past, then maybe Twilight could come to an even greater understanding of her charge—and she was going to need that if she was going to have to be there for her in the days and weeks ahead.

"So, 'relationship,' you said," she began awkwardly. "And by that you mean...?"

"Oh, just a brief little fling," Seesaw said with a dismissive wave of his wings. Twilight blinked and suddenly felt a rush of emotion—emotions she couldn't identify. "She was staying a couple weeks in Vanhoover, and I'll admit, I was rather taken with her tempestuous personality." He frowned. "Didn't work out, though. Our mutual friend has quite the wanderlust. Never could get her to stay in one place for long. Even for the week or so we were seeing each other, she'd always go on and on about all the places in Equestria she'd been, and all the places she still wanted to visit."

Twilight bit her lip again and shoved back all the emotions churning inside her. "S-So, um, did she ever talk about her parents or anything...?"

"Oh, heavens no," Seesaw said, "and I imagine now you can understand why. Other than the odd declaration of how sure she was they were proud of her, she never really said anything about it all. I just saw a newspaper clipping at some point and pieced the rest together myself." He shrugged. "As I understand it, she spent her childhood in orphanages and more or less had to raise herself. Which, I guess, would explain all the wanderlust, eh?"

Of course it would. Never raised in one spot, never learned to tie oneself to a particular place. "You, um, don't seem too broken up about it," Twilight ventured.

"Well," Seesaw said with a smile, "that was a long time ago. Besides, it probably wouldn't have worked out anyways. She was a free spirit, and I, well," he glanced over at Twilight, "I had plans."

"Plans...?"

"Our lives were incompatible, we'll put it that way." He shrugged again. "Besides, to be quite honest, her bravado and bluster was endearing at first, but I'm sure it would've gotten old soon enough."

Twilight frowned. "She's not that bad..."

"Oh, of course. But take it from me, Miss Sparkle, as someone who's known quite a few ponies in his day. There's always something underneath, something everyone wants no one else to see. And in the case of our friend Trixie, well, that something was a scared little filly who wanted the world to think she was tough."

Twilight thought back to everything she knew about Trixie's life already—the hardscrabble upbringing, marching around Equestria with a wagon putting on shows—and cringed at the thought of what was still to come. "I'd say she's already pretty tough."

"Indeed, indeed, but just remember," Seesaw said with an enigmatic smile, "there's always something underneath that kind of bluster and arrogance. Something that they're trying to hide." He flapped his wings. "Anyways, that's pretty much all I really know about her past."

"That's all she told you?" Twilight frowned.

"She mostly told stories the authenticity of which I have some reason to doubt," Seesaw said, "but more than that we were not exactly the talkative kind of pair."

Twilight's face immediately flashed red. "O-Oh."

"Anyways, I don't suppose you can tell me what exactly is wrong with our mutual friend?"

"Oh, well, um," Twilight tried to stop blushing and rearrange her scattered thoughts, "it's, um, a unicorn thing. Yes. Problem with magic, see," she felt a bit of relief rush through her as she made her way back to ground on which she could more easily make stuff up and appear to be speaking the truth, "sometimes some unicorns get these problems related to their horns and the use of magic. Really debilitating, really painful," she nodded to his wings, "like if a pegasus injures their wings. And since the problem has to do with magic, well, who better to help look into it but someone who spends all day studying magic, right?"

"Of course, of course," Seesaw said.

Twilight smiled and glanced around for a clock—and then her smile disappeared. On all sides she was surrounded by walls, in a blind alley that seemed to be cut off from the main street by a corner. The sun was long gone and now she stood in the shadows. She mentally kicked herself again for having lost track of everything during the conversation—but then a feeling of dread bubbled up and she whipped around, just in time to see Seesaw there, wings spread, a strange smile on his face, eerie in the moonlight.

"Wh-What are we doing here...?" she started.

Seesaw arched an eyebrow. "It's very noble of you to go so far to help your friend," he said, "but, remember when I said that everypony has something to hide?"

"Y-Yes..."

"Well, so do I."

Twilight's eyes darted around as fear took over and she backed away—and from the shadows emerged six equine forms, all hidden beneath flowing brown robes, cutting her off from escape and backing her up against the wall.

"It's curious how easily you can tell the truth and no one will realize it until it's late," Seesaw said, and then he nodded to the six hooded ponies. "Get her."

The six ponies advanced forward; Twilight pressed herself back against the wall and lit up her horn to ready a blast. As long as she could keep them back long enough to work up a teleportation spell and get past them—

Immediately, the six ponies stalking forward stopped short—just in time for a gleaming white column of light to slam down into the ground, then fan out and send them all flying back to slam into the walls. Seesaw blinked in surprise, and then the ground shook and cracked as another pony landed—a pony with a shimmering, starry mane and outstretched wings.

"Princess Luna!" Twilight exclaimed. "What are you doing here?!"

The princess of the night fixed Seesaw with a furious glare. "Threatening our subjects, are thee? Thou art unwise to do evil under the watch of the moon!"

Seesaw rolled his eyes. "Lovely. Bumping off meddlesome ponies was so much easier before you came back, y'know."

"Insolent fool!" roared Luna, and a swirling storm of light began to build around her. Clattering hooves caught everyone's attention—just in time for six of the Night Guards to appear from around the corner in the alley, and for more to appear on the rooftops, all armed and all with their eyes fixed on Seesaw in the center of the alley. "You dare disrespect the crown?!"

Seesaw looked back at Luna with an bored expression. "And things were going so well."

Luna advanced with magic crackling around her horn. "You will stand down, citizen, or I shall _put_ you down."

Twilight blinked in surprise as a second wind blew through the alley—and this one was not coming from the princess's powerful magic. She looked back up, past a surprised Luna, where Seesaw stood in the middle of a growing cyclone of fire, an eager grin on his face.

"Well, as long as we're taking off masks and revealing our true forms or whatever, I suppose I ought to throw my hat in the ring too."

And then he vanished behind a towering column of flames. Luna, the guards, and Twilight backed away from the blinding heat—and then the flames dissipated and there before them stood a tall black stallion, with wings and a horn, and a mane and tail made of undulating fire. He flapped his wings imperiously.

"Nightmare Inferno, pleased to make your acquaintance!"

Luna dug in her hooves. "So you are the Nightmare that has prowled the ossuary!"

"Ten points to the royal Canterlot voice there for deductive prowess!" crowed Nightmare Inferno. "Celestia never figured that one out! Guess you got all the brains in the family, eh?"

"_How dare you!_" Luna cried, and rushed forward—and the two ponies met in a clash of horns, Inferno still grinning wildly. "I will end your reign of terror right here!"

"Will you, now!" Inferno cackled—and then with a blast of magic, he hit Luna square in the forehead and sent her staggering back. His six fallen minions lifted into the air and drifted closer to him, as another ring of fire leapt up around his feet. "I'd love to stay and chat, Your Highness, but I've got quite a lot of work to do and I'd _really_ hate for some meddlesome little foal to go screwing it up!" He took a mocking bow. "Good night!"

And then the flames whirled up around him, the heat sent everyone scurrying back, and then the fire winked out of existence—and Inferno and his minions were gone.

Luna blew out an angry breath. "Teleportation," she snarled. "We never should have let that spell become public." She turned back around towards Twilight. "Are you hurt, Twilight Sparkle?"

"N-No, I'm fine," she said, "but, was that—"

"The _other_ Nightmare, yes," Luna said, and glanced back at her guards. "Troops! Spread out and search the city! You know what to look for!" The guards promptly rushed off into the city, and Luna heaved a sigh. "For all the good _that_ will do..."

Twilight looked back at the last flickering remnants of the flames behind which Inferno had disappeared. "I bet he's got something to do with how Trixie turned into a Nightmare." Luna perked up at the sound of that. "He kept telling me he had this past relationship with her. If he was the other Nightmare all along, then he must have helped turn her into this!" She stamped a hoof on the pavement in determination. "I have to get back to Ponyville and ask her—" She paused, looking back up at the sky. "Err, well, I would have, but all the trains probably stopped running by now..."

Luna swept a wing over Twilight. "Worse than that, I fear, Twilight Sparkle. I will take you back to Ponyville. I wish to check on this second Nightmare myself."

Twilight cringed. "I hope everything was okay while I was gone."

"We will find out soon enough."

Princess Luna's horn flashed to life and enveloped them both in a blinding white light, and in an instant, the dark alleyway in Canterlot disappeared and instead the open courtyard in front of the town hall came into view behind the shimmering bands of magic.

But as the light died down, Twilight frowned. It wasn't so late at night that there wouldn't still be ponies out and about, and yet the square was empty and the lights in the houses were all dark. She looked around with mounting concern. "Something is off..."

And then she and Luna looked back at the sound of a shout, and jumped apart—just in time for Rainbow Dash to come skidding to a halt on the pavement between them. She blinked and stared up in a daze at Twilight and Luna for a moment, and then shook her head.

"Twilight? P-Princess Luna?! What—how did you get—"

"Boy howdy, ah'm glad to see you!" Applejack's voice added, and Applejack herself came galloping out from behind a house—followed by Fluttershy, Rarity, and Spike. "We got somethin' of a problem here."

"A problem?" Luna asked, stepping forward. "Explain—"

Before she could finish, another high-pitched noise tore through the air—and then Pinkie Pie landed with a crash on the pavement in front of them all, smoldering streamers raining down with her.

"Okay," she laughed, "so Nightmare Snootypants really didn't like the party cannon!"

"Nightmare what?!" Twilight exclaimed. "Did she...?"

The sound of laughter and hooves on stones silenced her, and all eyes turned down the street, at the twisting smoky mane, the glowing green eyes, and the shadowy approach of Nightmare Storm.

"Yeah," Applejack said, "she, uh, came back."

Twilight gulped as Nightmare Storm's laughter filled the air.

—


	9. Chapter 9: On Edge

Nightmares

—

Chapter 9: On Edge

—

"How did this even happen?!" wailed Twilight Sparkle—just before Nightmare Storm launched a withering volley of magic blasts that sent her and her friends skittering apart. "Applejack, what happened?!"

"Ah dunno, Spike 'n Fluttershy said she was just sleepin', then all of the sudden she comes on out!"

"How this happened is of little concern right now!" bellowed Princess Luna, and the princess of the night flung herself in between the advancing shade and the stunned ponies. "I will deal with this!"

"You had best stand aside, princess," snarled Nightmare Storm. "I will not be stopped this time!"

Twilight jumped up next to Luna. "What the hay happened!? Tell me!"

Nightmare Storm's eyes glittered with contempt. "You didn't think that little suppression spell would hold me down forever, did you? All it accomplished was to let me consolidate my power, all while you engaged in all these petty theatrics with my host. And now," she grinned and sparks danced around her horn, "I will be fulfilled!"

"Not if I have anything to say about it!" cried Luna, and she fired forward a blazing beam of white light. Nightmare Storm deflected the blow with a shimmering blue barrier and backed away, launching off a hail of bolts to knock the others off-balance.

Twilight flung up a translucent shield and started forward. "Trixie, I know you're in there somewhere! Calm down!"

"Fool!" crowed Nightmare Storm. "We are one and the same—a fact you should have realized by now!" The Nightmare lit up the sky with a blast of power and then attacked with another coursing beam. Twilight deflected it with her shield—but her horn strained under the blow and her muscles began to burn. Where had all this power come from...?

Nightmare Storm advanced forward—but a moment later another blast came down from above that sent her scrambling back, and Princess Luna landed with a crash.

"Enough of this," Luna said. "You have prowled these lands long enough."

The black unicorn smiled wickedly as the two tall ponies circled each other. "You dare stand against the power of a creature like me? You, who knows our power better than anyone, will risk its wrath?"

"Indeed I shall," Luna replied, "for I also know better than anyone that you can be defeated!"

The princess flung herself forward, the two ponies locked horns, and then they darted apart to shower each other with blazing magical blasts. Twilight edged back to her friends and watched in wonder as the princess did battle—and from around corners and buildings, the rest of Ponyville's population seemed to be doing the same, all eyes fixed on the princess of the night in action.

"I don't know what happened," Fluttershy's voice spoke up, and Twilight blinked in surprise, to find Fluttershy crouched over a weary Rainbow Dash, brushing dirt off her. "She was asleep when Spike and I last checked, so we just let her rest, but then..."

"How can she even move?" Applejack grumbled. "Ah thought them bad legs of hers were gonna take weeks to heal up."

Twilight frowned. "Healing spell. I read about it in the _Codex_." She winced as Luna took a hard kick to the ribs—and then winced again when Luna's back hoof lanced out and slammed directly in between Nightmare Storm's eyes, sending the black unicorn staggering back. "A Nightmare can call upon the dark forces to rapidly rejuvenate their bodies if need be."

"Sure wish someone would've told me that _before_ I tried to fight her," Rainbow grumbled.

"So what do we do?" Rarity asked. "If she can heal from every blow we land—"

"Not immediately," Twilight corrected.

"Well then she'll just skedaddle somewhere 'n fix herself up anyways," Applejack interrupted. "An' if she can get past that other spell now, we're really in trouble."

They all cringed as Luna sent the Nightmare sprawling with a hard right hook.

"Actually, I don't know about you girls," Pinkie Pie spoke up, "but letting Princess Luna beat the stuffing out of her seems to be working pretty well so far."

"How could she have gotten past the suppression spell?" Twilight murmured. "Oh no, does this mean she was waiting for me to leave for Canterlot just so she could break out?"

"Um, I think we have bigger problems right now, Twilight," Rainbow said.

Up above, the black unicorn with the smoky mane ducked beneath a blast from Princess Luna and landed with a bone-jarring crash. Luna came down after her with pounding hooves, but Nightmare Storm rolled to her right, sprang back up, and knocked the princess back with a quick shot of magic.

Luna shook off the blow and glowered back at her opponent. "Your strength dwindles with every blow, Nightmare."

Nightmare Storm smirked—and then a wall of smoke whirled up around her. Luna started forward with a shout, but too late; the smoke launched up into the air and angled off into the night.

"She's getting away!" Applejack cried. The cloud of smoke rushed off towards the edge of town; Luna spread her wings, vaulted into the air, and gave chase.

"Good, let her go," grumbled Rainbow Dash as she shook gravel out of her mane. "Let somepony else deal with it—"

Twilight bolted after the princess and disregarded her startled friends. A promise was a promise, and there was still something in there to save. There had to be.

—

There was only one place where a creature like Nightmare Storm would want to run, pursued by the Elements of Harmony and the princess of the night; only one place where she could hope to tilt the field back in her own favor. And the more time she spent here in the Everfree Forest, the more Twilight Sparkle began to suspect there really was some intelligence at work in this bizarre place. A malevolent intelligence. Of course Nightmare Storm would choose to make her stand here.

The fog was back, but Twilight plunged ahead as quickly as she could. Princess Luna had flown into the forest first, but Nightmare Storm would spare no effort to hide from the immortal princess. And there was only one thing out here that would draw her out of hiding.

Twilight lit up the brightest illumination spell she could muster as she picked her way through the undergrowth. The fog shifted and writhed around her. Something in the distance howled; a chill went down the purple unicorn's spine.

"I know you're out here somewhere, Trixie," she said, and her ears twitched at the sound of a twig snapping. Twilight whipped around—and there at the edge of the fog were two green, glowing eyes.

"For such a genius, you never seem to learn from your mistakes," hissed Nightmare Storm, and the shadowy form of the black unicorn emerged with a flutter of her tattered cloak. Twilight put on a brave face even as she backed away. That face full of burning fury had that same pompous air to it as Trixie, and she had that shredded cloak tied around her neck, and those glittering green eyes and a horn surrounded by menacing blue sparks...Twilight cringed to think that this really was Trixie, or at least an aspect of her; her anger and hatred given physical form.

"I've learned plenty," Twilight said. "For example, I've learned about you and Nightmare Inferno."

"Inferno," purred Nightmare Storm, and her footfalls did not miss a beat. "So it seems you've earned more than just my wrath." Her horn flashed as blue light began to gather around it, and Twilight tensed at the sight of a charging spell. "Which means I will be making more than one of us happy tonight."

The spell erupted from Nightmare Storm's horn; Twilight squeezed her eyes shut and disappeared in a flash of pink light. Nightmare Storm whipped around, eyes wide, and lashed out with her back hoof as Twilight reappeared behind her. The purple unicorn barely ducked beneath the blow and answered with a blast of her own that clipped the Nightmare's shoulder and sent her staggering back. Twilight turned and tried to gain some distance—but the fog around them both rose up, Nightmare Storm rose back to her feet with a laugh, and a ring of blue fire leapt up from the ground and reached towards the sky around them.

Twilight turned back around and tried to will herself to be calm. "So this is what being 'great and powerful' looks like? You really think you'd be better than me if you turned to this Nightmare and killed me?"

Nightmare Storm laughed as the flames closed in. "You speak as though I want the world's accolades," she chuckled. "No, all I really want is to kill you."

Twilight scowled back. "That's weird, because Nightmare Inferno kept going on about plans, and how I was getting in the way of them. Are you just a mindless beast?" She smirked as she caught an angry twitch in Nightmare Storm's eye. "Is that all the Great and Powerful Trixie is reduced to? Just some mindless animal that chases me around and tries to kill me?" They both circled each other as the flames licked closer. "'cuz I remember the Great and Powerful Trixie having plans. Plans that were much bigger than little old me."

"Fool! She can't hear you—"

"Yes she can!" Twilight dug in her hooves and glared into Nightmare Storm's eyes. "She can hear me, because you're only part of her! Somewhere under all this smoke is a showmare with dreams that are bigger than you, a mare who needs a friend—and I'm going to dig her out!" She pawed at the ground and lowered her head, a spell gathering at the tip of her horn.

Nightmare Storm beheld the scene for a moment and then began to laugh. "You are in no position to be making threats, little foal," she cackled. A blinding blue light began to whirl around her horn, and the black unicorn stalked forward with a wild grin. "You may think you've figured Trixie out, but you still fail to understand _me_."

Twilight tensed; Nightmare Storm lunged forward, and the two unicorns locked horns, blue and pink light flashing around them. Twilight gritted her teeth as Nightmare Storm began to overpower her with sheer physical strength.

"After all," Nightmare Storm purred, "I too am part of her—and what I want is what she wants, all the same."

"Twilight Sparkle!"

The two unicorns backed apart and looked up in surprise, just in time for a column of white light to come slamming down from the heavens into Nightmare Storm. The fog vanished, the blue flames went out, and Twilight stumbled away from the force of the blast—and the next thing she knew, Applejack and Fluttershy were putting her back on her feet. She looked back over her shoulder to find her friends around her, staring at her with expressions that ran the gamut from shock to outrage.

"What the hay were you thinkin', comin' out here alone?!" Applejack cried, evidently representing outrage. "At least tell us when you're gonna do somethin' like that!"

"A-Are you okay—" Fluttershy started.

"That's it, no more fooling around!" Rainbow cut her off. "I'm flying to Canterlot to go get the Elements!"

Twilight shrugged them off and turned her eyes back towards the middle of the clearing. Nightmare Storm went flying from another pulsing blast in the face from Princess Luna's horn, and this time she skidded to a halt, smoke rising from her body, and did not get up again. Luna landed with a crunch of leaves and stalked forward, horn lit up with shining bolts of magic.

"It is time we finished this, Nightmare," she said, and another beam began to build at the tip of her horn. "Your reign of terror ends here—"

"No!"

In a flash of pink light, Twilight Sparkle appeared between the princess and her fallen foe—to the shock of every eye watching. Luna jerked back in disbelief. "Wh-What is this?!"

"Don't hurt her, Princess Luna!" cried Twilight. "Please!"

"Twilight Sparkle," boomed the princess, "it is evident beyond doubt that this creature is of great danger to Equestria. And now that she has overcome the suppression spell there is no other option. Stand aside."

"Trixie is still in there," Twilight answered, "and I'm not giving up on her yet!"

"Twilight!" Rainbow Dash shouted. "Seriously, she's nuts!"

Twilight dug her hooves in and glared back at Luna. "I promised Trixie, when I went to Canterlot, that I would find out what happened to her parents. And I promised everyone, even Princess Celestia, that I would try to get rid of this Nightmare without hurting her."

Twilight's friends came galloping up to the princess's side. "Twilight, this is insane!" Rarity cried. "You can't make friends with someone who doesn't _want_ to be friends!"

"This is why I said we should just fry her right from the start!" Rainbow added.

"U-Um, but—" started Fluttershy.

"Twilight Sparkle, I cannot allow this creature to run free in our kingdom," Luna said with an imperious stroke of her wings. "Stand aside and I will finish the deed."

"I can't do that."

"_Then you will regret that!_" Everyone turned at the sound of Nightmare Storm's voice, as the black unicorn struggled back to her feet, twitching with rage.

Twilight glared back. "You still want to kill me, Trixie? Then fine."

"_What?!_" yelped Applejack. "Are you nuts?!"

"Twilight, what the heck are you doing—" Rainbow began—only for Princess Luna to snap her wings open and block her friends' path.

"What are you planning, Twilight Sparkle?" the princess asked—but Twilight kept her eyes fixed on the trembling black unicorn.

"Go ahead," she said. "Kill me. And then you'll never know what happened to your parents—and you'll go back to being alone. No friends. No hope. The princesses will have no choice to kill you. And that's how it will all end for you—consumed by a monster you created yourself. No more shows, no more audiences, nothing. Are you willing to do that?"

Nightmare Storm let loose a cruel laugh. "You are an even greater fool than I thought," she said, and a blinding blue light began to charge at the end of her horn. "_Prepare to die!_"

"_Twilight!_" Applejack screamed; Luna reached forward and shoved Twilight aside—

...and no blast came. Nightmare Storm's eyes flashed wide, the light vanished, and she fell to the ground with a painful scream. Everyone watched with bated breath as Nightmare Storm pressed herself against the ground, hooves over head, tail thrashing.

"No...!" she ground out through clenched teeth. "I..._I will kill you!_"

The Nightmare screwed her eyes shut, her face contorted with pain—and then she disappeared beneath a veil of churning smoke.

"She's teleporting again!" Luna cried, and stepped forward—and then bolts of lightning lanced out from the smoke to drive her back. "What is she—"

And then the smoke parted, the magic vanished, the bolts dissipated into the air—and on the ground in front of them all sat not a tall and furious black unicorn, but a bruised and shivering blue one.

"T-Trixie...?" Twilight started.

"She...transformed back?" Fluttershy whispered. "She can control it?"

Luna sat in stunned silence. Twilight started forward.

"Trixie, are you okay?"

"Wh-Wh-what happened?" Trixie gasped. "Why—how—am I—"

"She overpowered the Nightmare," Luna murmured. "Remarkable..."

Rarity cleared her throat. "Um, begging Your Highness's pardon, but what exactly does that mean?"

Twilight turned around before anyone else could speak. "It means you guys are wrong. We can still help her." She glanced back at Trixie and stepped back towards her protectively. "It's just like the story of Nightmare Nebula. Flicker knew she was getting somewhere when Nebula was able to stop herself from doing terrible things. Able to exercise control over the Nightmare."

"Yeah, and what's gonna stop her the next time she gets all mad?" Rainbow shouted back. "Am I the only one here who remembers that she was a bloodthirsty monster, like, a minute ago?!"

"Calm down, Rainbow Dash," Luna said, extending a wing in front of her.

"But Princess Luna—"

"_Calm down_." She turned back towards Twilight. "Twilight Sparkle, you are running out of chances. Nightmare Storm could have destroyed the entire town if she had so wished. Regardless of what Trixie feels, the Nightmare can and will act on its own." She looked meaningfully into Twilight's eyes. "I should know. Do not doubt its power, or its capacity for destruction."

"Twi, this is crazy," Applejack groaned. "Why are you so up in arms about this? Ya weren't that worried about savin' Discord! And he wasn't even tryin' to kill ya!"

Fluttershy quietly skirted around them and drifted over to Trixie. "Wait, Fluttershy, what are you doing?" exclaimed Rainbow.

"She's hurt," said Fluttershy, and she bent down over the trembling pony. Twilight fixed the rest of her friends with a hard look.

"I'm not giving up on her. So if you want to, you'll have to go through me."

"T-Twilight," Rainbow started, "are you serious—"

"Well!" chirped Pinkie Pie, who promptly bounced over Rainbow's head, landed in front of her, and whirled around to face her in one dizzying motion, "I am totally in favor of not reducing our newest friend to a pile of smoking ashes!"

"What—newest friend?!" Rainbow squawked. "Whose side are you on, Pinkie?!"

"_Enough_," said Luna, and every pony in the square backed up a step. She turned back towards Twilight. "In light of this development, we shall leave this matter to you. But know that this is your last chance. If Nightmare Storm breaks loose again, we will have no choice but to destroy her. You know her power, and we shall not allow such a creature to threaten our subjects. Is that understood?"

Twilight bowed her head. "Yes, Your Highness."

Rainbow and Applejack stared in shock. "You...you're just leaving?" Rainbow asked.

Princess Luna glanced back at Trixie, still curled up on the ground in sheer terror, with Fluttershy and Twilight bent over her. "It is rare for a Nightmare to act this way. Perhaps her method is working." She turned back towards the other stunned ponies. "But I will not tolerate a repeat performance of this episode."

Rainbow looked back at Trixie, aghast. "No. No way. You can't ask me to do this, princess. You can't ask me to just sit here and do nothing while someone is trying to hurt my friends! You _can't!_" She shook her head, vaulted into the air, and took off ahead of a shimmering trail of rainbow light. Luna blew out an annoyed breath.

"Sister was right. Things _have_ gotten more complicated." Luna turned back towards a moderately stunned Applejack and Rarity. "I will return soon. My sister will want to know what has transpired here."

"O-Of course, Your Highness," Rarity said with a bow. Luna promptly disappeared in a flash of white light, leaving the two ponies to look back towards the middle of the clearing—where Twilight was starting to lift Trixie up with a levitation spell.

"Wow!" Pinkie Pie exclaimed and bounced back down in front of the two speechless ponies. "I don't know about you girls but this was probably the least fun night I've had in a _loooooong_ time! Who's up for a party?"

Applejack and Rarity stared back. "You're throwin' a party at a time like this?"

"Well I wouldn't be Pinkie Pie if I didn't, now would I?"

Rarity arched an eyebrow. "She has you there."

"How 'bout later," Applejack sighed, and looked up wearily towards the fading rainbow contrail in the night sky. "'cuz right now, ah think ah need to have a talk with somepony."

Rarity followed her gaze. "Oh, don't be too hard on her, darling. I can only imagine how awful this must all feel for the Element of Loyalty."

"Yeah. But ah'd better talk to her anyways, 'fore we all go crazy."

—

It was an hour before Fluttershy finished fussing over Trixie's injuries and went back home—and thankfully, Princess Luna had taken care not to do permanent damage to the rejuvenated Nightmare Storm. But the battle with the princess of the night had fractured a few more of her bones, which meant Twilight had to set that ancient healing spell to work again—and in the morning, Trixie was going to be so sore and stiff she would be absolutely _seething_ with contempt for everything around her.

Spike, in the meantime, had gone back to bed and fallen back asleep before his head had even hit the pillow. That left Twilight, alone with the silent blue unicorn in the flickering light of a lone candle on the nightstand. She dimly wondered if maybe she shouldn't have gone to Canterlot after all, or sent Spike to go do the research—both to avoid Nightmare Inferno and to stay here and prevent Nightmare Storm's return.

She felt completely drained, and she still had one more painful, difficult task ahead of her. It was one thing to be nearly killed by some mysterious evil shade that had fooled her for so long, hiding in plain sight behind an unassuming guise; it was another to have to go back to Ponyville and protect Trixie from the entirely reasonable slings and arrows of her friends—and, for that matter, Princess Luna herself. She could hardly blame them for being upset. And she was acutely aware that Luna's patience had run thin; if she'd been in anyone else's position, she would probably have done as they had done.

Then again, she wasn't in anyone else's position, because no one else's position was one that looked at this shivering pony and saw a victim, underneath all the bluster and bravado and snarling demonic alter ego. Underneath all that was a pony that was hurting—and Twilight steeled herself, because now she had to inflict a lot more hurt.

But first...

Trixie eyed her cautiously in the candlelight. "So..."

"I need to ask you about a pony named Seesaw—" Twilight started.

"What about my parents?" Trixie interrupted, and Twilight's heart sank. Apparently they would have to get to that first. Well, fair enough; Seesaw could wait. "You promised me you'd find out about them."

Twilight turned towards her saddlebag, opened it with a puff of magic, and pulled out a piece of paper. "I...yes, I did."

"Well?" A bolt of fear went through her eyes. "You...you did find out, right? What happened to them?"

Twilight wordlessly lifted the Royal Guard's report over to her, and watched as she began to read—and then as the fear turned into disbelief, and pain, and sadness, and shock, all rolled into one tidal wave of emotion.

"There's some newspaper clippings too," Twilight added quietly, "but that's all I could find, and all of it agrees..."

"They...died?" whispered Trixie, and the tears began to flow. "They died and no one ever told me?"

Twilight opened her mouth with a ready stream that of alternative hypotheses that had occurred to her during her search through the archives. Maybe there was some other pair of unicorns named Starstreak and Shimmer Lulamoon, or maybe there was a mistake, or maybe they'd actually survived and the Guard hadn't recorded that, or maybe something else—but when she looked down at Trixie, choking back sobs as the reality sunk in and tears staining the page in front of her, it all seemed petty and stupid.

Princess Celestia's words came back to her. Trixie didn't need vanishingly unlikely alternative hypotheses right now; she needed a friend.

And so, Twilight put her arms around the weeping unicorn and pulled her close, and they stayed that way for the rest of the night.

—

Applejack took roughly fifteen minutes to find the tree where Rainbow Dash had decided to take refuge from everything. For some reason the rainbow-colored pegasus liked to hang out on Sweet Apple Acres when something was bugging her, setting up camp in one of the apple trees and pouting or whatever it was she did up there. The moodier she got, the farther away from the house her chosen tree would be. And right now she was pretty darn moody, so it took Applejack fifteen minutes just to march down in the dark through the fields to the southwestern edge of the property.

"So RD," Applejack said, nice and loud and directed at the rainbow tail hanging down from one of the trees, "are you gonna come down from there yourself or am ah gonna have to drag ya down?"

"Leave me alone," Rainbow Dash's muffled voice floated back down.

"No can do, sugarcube." She sat down next to the sturdy trunk with a heavy sigh. "Ah mean, ah can understand what's got y'all upset. Everythin's been all crazy lately. Rarity's shop got robbed, all these new ponies in town, Twilight an' Trixie an' whatever's goin' on with them, now we got a dang princess showin' up an' we gotta fight for our lives or whatever."

"Oh, I can deal with that," Rainbow grumbled.

"Sure don't look that way, sugarcube."

"Yeah, well, fine, you want to know what's up?" She hopped down from the tree.

"That _is_ why ah came out here," Applejack said. "Ah know this all started when we brought back Trixie, but you ain't still mad about her magic show, are ya?" Rainbow scowled and looked away. "Ah mean, she made me look dumb too, but hey, that ain't nothin' ah never did to myself."

"That's not it," Rainbow grumbled. "It's...gah, I don't even know! That's the problem!" She flopped down on the ground and moaned. "How am I supposed to tell anypony what's bugging me so much if _I_ don't even know what it is?"

Applejack glanced away awkwardly. "Uh, yeah, good question."

"I mean, fine, okay, I don't like her," Rainbow went on, "but yeah, Twilight's right, killing her wouldn't be very fair. But then that _monster_ keeps coming back, and _it_ sure isn't worried about being fair, and Twilight keeps trying to get rid of it without just doing it the easy way, and I'm supposed to just sit here and grin and pretend that my friend isn't staying in the same house with something that keeps trying to hurt her?" She groaned and buried her face in her hooves. "It's driving me nuts!"

"Maybe you should try talkin' to Trixie. Y'know, try to make friends."

Rainbow stared back disbelievingly. "You know, AJ, let's be honest here. I think that would end really, really badly."

Applejack cringed at the thought and felt stupid for a moment. "Yeah, you're probably right." She pawed at the ground awkwardly for a moment. "Then again, ain't lookin' like Trixie's gonna go away anytime soon. Ah dunno if you've noticed, but this sure seems to mean a lot more to Twi than just doin' the right thing, y'know? Like she's really serious about bein' Trixie's friend."

"Don't even get _started_ on _that_," Rainbow moaned. "I'm having enough problems here as it is."

"Well, look, ah'm just sayin', looks like we're gonna have to get used to Trixie bein' here for a good long while." Applejack glanced back towards the town again. "Looks like Twi was serious about makin' friends with her. An' if that's the case, then we're gonna have to find a way to get along with her no matter what. 'cuz it won't help matters none if we don't." She looked back down at Rainbow with a frown. "Anyways, she can't be all that bad if Twi's willin' to stand up to a dang princess for her."

Rainbow pouted. "I still feel weird about this."

"Whaddya mean?"

"Well...weird. Like something else is going on here that I don't understand, and it's gonna be a really big deal and it's gonna change a whole lot of things and," a flash of sadness raced across her features, "and we won't be friends anymore or something."

Applejack bent down until she was level with the blue pegasus. "Sugarcube, ain't _nothin'_ gonna stop us all from bein' friends. Nothin' in this good green world gonna do that. You know that."

"I know," Rainbow mumbled, "and I really wish I knew why I felt this way, but..." She shook her head. "I can't figure it out. And I'd ask Twilight, but, well, yeah."

"Ah know what ya mean," Applejack said, and put a comforting hoof on her friend's shoulder. "It's all crazy right now. But, y'know, Twi's gonna need us here, to help her make this whole thing work—an' to stop her from doin' somethin' really stupid if that's what it comes down to. An' ah know we can count on you for that."

"Yeah, yeah," Rainbow said, and slowly got back to her feet. "I'm not the Element of Loyalty for nothing, you know."

"Glad to hear it, sugarcube." Applejack lifted her head back and yawned. "Now, what say we all just go back home an' get some sleep, and sort this mess out in the mornin'?"

Rainbow smiled. "You had me at 'sleep.'"

"'course ah did. Sweet dreams, RD."

They shared a quick hug and Rainbow took the skies for her house in the clouds—and Applejack watched her go for a moment before turning back towards her own home. It bugged her too. Rainbow Dash was right to feel weird about this. It was the sort of thing where Applejack was out of her depth, and that meant she would have to turn to someone who had a bit more experience with this sort of thing.

She grimaced as she made her way back home. Rarity would never let her live it down. It was going to be horrible.

—

It was so adorable it bordered on the saccharine.

Veiled in an invisibility spell and sheathed in the shadows, Lapis Lazuli watched grimly from the library's balcony as Twilight and Trixie slept—now that Trixie had pretty much cried herself to sleep, anyways.

It was, indeed, intolerable to think that the whole plan had failed so thoroughly. She had willingly stayed behind in Ponyville, lurking in the shadows and making sure that nothing from this provincial little village disrupted the plan in Canterlot. Instead, Nightmare Storm had emerged, all on her own, and wreaked chaos until the whole town quaked at her feet—and then a bloody _princess_ showed up and beat her down, and the whole thing was for naught.

She ground her teeth in frustration. It was probably Barbell and his flunkies' fault. It had all been planned so perfectly, even if it was risky—and few could match her master for disarming charm and charisma. Yet Nightmare Inferno had taught her, time and time again, to seek opportunities in the midst of setbacks. That was how his centuries-long plan had gotten this far; that was how it would proceed.

And so there was, somewhere in all this mess, an opportunity to be found. Lazuli could not see it; all she saw was a proud pony finally driven into despair, and once in its depths, she had discovered the friend she'd always had and never recognized until now. That was how Nightmare Nebula had met her end. That was how hatred began to die. That was the beginning of the end of their valuable distraction—and to think Inferno had even revealed himself to his adversaries in the bold light of the moon...

She closed her eyes. Opportunities. Opportunities amid setbacks. She could not see it, but her master would—and that, after all, was why he was her master.

Lapis Lazuli glowered back at Twilight and Trixie one more time, and then vanished into the night.

—


	10. Chapter 10: The Best Medicine

Nightmares

—

Chapter 10: The Best Medicine

—

Twilight Sparkle was endlessly thankful that she was the first one to wake up, after a very uncomfortable night's sleep that left her sore all over. On the other hoof, despite all the painful stiffness in her neck, if she'd made Trixie feel a bit better it was worth the discomfort.

But then, that was the problem: how would she know if she made Trixie feel better? She glanced back at the sleeping unicorn and felt a surge of frustration. No metrics meant no way of measuring progress, and no way of measuring progress meant no way of knowing when—or if—this would ever end. And since Nightmare Storm had come back last night, well, apparently they weren't done yet. And if she could come back once, she could come back again—and Luna's patience was already wearing thin. Not to mention that of her friends.

She sighed and looked out the window, where the sun had just cleared the horizon and the morning sky was a brilliant blue, streaked with pink and orange clouds. Her friends were another issue entirely. Fluttershy had infinite patience for Trixie's crabby temperament and nothing ever seemed to get Pinkie down, but even Twilight could see that Rainbow Dash, Rarity, and Applejack were at wits' end over all this. And Twilight couldn't really blame them. Especially Rainbow Dash. After all, the purple unicorn was keenly aware that the creature residing inside this tempestuous, lonely pony thirsted for her blood, and any wrong step might be her last.

But it had not been possible to keep that in mind last night, when Nightmare Storm had disappeared and the only thing in front of her was a sobbing, lonesome pony who'd just found out her parents had died. If Rainbow Dash, Rarity, and Applejack could have seen that, maybe they wouldn't be so hostile to the idea of trying to save her—to make friends with her, to just cut out the evil part and throw that away alone.

Twilight spent the early morning in a haze that slightly abated in the warm atmosphere of the shower, and then came back when she tried to make herself breakfast and wound up turning her toast into something Sweetie Belle might have created. Eventually Spike woke up and made actually edible breakfast for everyone, and Twilight decided to take Trixie's food upstairs herself, rather than delegate it to the baby dragon.

Trixie was awake by the time Twilight set the tray down on the nightstand, and Twilight tried not to squirm too much under her inscrutable gaze.

"Are you feeling better, Trixie?" Twilight asked.

Trixie fidgeted and glanced away. "I suppose." Twilight smiled and decided to leave it at that, until the blue unicorn cleared her throat and caught her attention. "Um...I, uh, I just wanted to thank you, for going to Canterlot and finding out what happened to my parents." She cast her eyes towards the floor, and Twilight's heart threatened to break again at how sad she looked. "Even if the answer wasn't a happy one."

Twilight struggled for words. "I-It wasn't a big deal, really," she said with a nervous smile. "I do research like that all the time, so, you know..."

"Well, you also stood up to a princess to protect me," Trixie added, with a more skeptical look crossing over her features, and Twilight felt her heart rate begin to speed up. "So I guess you can't be all that bad."

Twilight blushed. "I-I guess not..."

"Anyways," Trixie looked back at Twilight again, and this time a small smile wormed its way onto her face, "thank you."

They went their separate ways and said no more about it that day, and Twilight decided to save the questioning about Seesaw for later. Besides, she had questions of her own to worry about now—like why her heart sped up at the sight of Trixie's tentative smile and why her face got so red at the thought.

But she lived in a library, and she had books for that. And books always had answers.

—

Whenever something went rampaging through Ponyville, it meant that stuff was going to have to get rebuilt. Something rampaged through Ponyville quite a lot—whether it was Ursa Minors or parasprites or Cutie Mark Crusaders—and that meant stuff was getting rebuilt a lot. And that made Applejack the local guru for reconstruction. It was no big deal; something was wrecking the barn so often that putting it back together was starting to become a habit. And at least she was able to make herself useful.

But rebuilding the stuff that the latest rampaging monster had destroyed meant meeting the other ponies in town, and it meant gossip, and today? Today it meant meeting that gigantic walking pile of muscle named Barbell.

Applejack didn't like to think poorly of anypony, really, but something about the wordless Barbell rubbed her the wrong way. The gruff way he dealt with everyone else, the strange, suspicious look in his eye at every pony he met, the way he only said as much as he absolutely had to...it all made Applejack feel weird inside. And no pony who was honest with herself was going to ignore that.

The tired earth pony watched tiredly as Thunder Lane tried to finish replacing the shingles on a roof that had been stripped clean by a magical blast from Trixie's angry alter-ego. Of course, Thunder Lane's partner in this task was none other than Derpy, so Applejack suspected she would be prying off shingles glued to someone's flank before the afternoon was done. But maybe Thunder Lane could keep it all under control.

Applejack heaved a sigh. Everything had turned crazy lately, and if everything else turned crazy, she felt responsible for keeping herself sane and sensible. Her friends would need that. So what did it mean when the responsible, sane, sensible one started having doubts?

—

She never said anything about it, because if she did then her friends would worry—and the last thing she wanted was for her friends to worry—but deep inside, Fluttershy was getting concerned.

It wasn't really about Trixie. To be honest, Trixie was lucky to still be in one piece after suffering the full wrath of Princess Luna's power. As she poured out feed for the chickens, Fluttershy cringed at the very thought of all that frightening, angry violence. At least Twilight's spell had fixed most of the damage, and as for everything else, well, bed rest was pretty much the only thing left to try. Trixie was getting better, but the Nightmare was still there. Twilight had guessed that it had waited until the opportunity to come back to the surface and then used a healing spell to get moving again—but now it had been beaten down by Trixie herself.

And that was what had Fluttershy worried. The incarnation of kindness concerned herself with not just ailments of the body, but with whatever caused pain and suffering to others. Usually all she could really do was offer a shoulder to cry on—but often, that was just what the other pony needed the most. And although the very thought of ever navigating those shifting waters herself made her blush, she certainly knew all too well how painful matters of the heart could be.

And that's where the worry came in. She'd seen the flash in Twilight's eyes when she stood up to Princess Luna to protect Trixie and heard the steel in her voice. But Twilight was, well, Twilight, and Fluttershy couldn't shake the fear that she didn't realize what she was getting herself into.

Yet at least if it all worked out, Twilight would be happy. And they would have a new friend—even if Trixie didn't feel particularly interested in making friends. Everything would work out, it was just a matter of getting there.

And in the meantime, the Element of Kindness would be there to offer all the compassion and care that everyone needed.

—

"That's not even possible," Trixie said, front legs crossed, nose in the air. "I refuse to believe it."

At the bedside with the magic book levitating in front of her, Twilight Sparkle smiled sheepishly. "Well, I'm telling you, it happened. Fluttershy told off the dragon just by yelling at it. It was surreal."

"You're telling me that Fluttershy, meek and mild little Fluttershy, the same Fluttershy who will fluff my pillow to the point of insubstantiality, faced down a fully-grown young adult fire drake whose slumber you had repeatedly interrupted, and not only lived to tell the tale, but successfully made it go away." Trixie rolled her eyes. "Like I believe that."

"Suit yourself," Twilight answered with a shrug. "Ooh, but there's also the time Pinkie went insane—oh, but she should be the one to tell you that one."

"The time Pinkie went insane."

"Yeah. She does the voices and everything. It's amazing!"

Trixie stared back at an overly eager Twilight for a moment. "Have you ever considered that your friends are all insane?"

"Considered, hypothesized, tested, documented, and conclusively affirmed," Twilight said. "I wouldn't have them any other way." She turned around to put her spell book back on the desk. "It's not just the Elements of Harmony, y'know. And it's not just the fact that there's all this magic bound up in friendship. It's so great to know that whenever things go wrong, whenever I feel bad, I've got friends who I know will help me out."

"Help you out, huh," Trixie muttered. "And I suppose you always get along?"

Twilight came to a stop with a frown. "Well...no, not always."

"Not always?"

"At my brother's wedding," she explained, "I knew there was something strange about Princess Cadence, but no one else believed me." She shook her head and her smile returned. "But eventually I found out the truth, and they were with me when it counted most. I'd be nothing without them."

Trixie glared out the window. "Naturally I had to get stuck with someone too nice to hate."

Twilight blinked. "E-Excuse me?"

"You heard me," Trixie grumbled. "Just my luck that you're so nice and friendly and interested in helping me."

Silence descended over them both and Twilight slinked away without a word on her lips, and with a million thoughts in her head.

—

The sun was high in the sky as Pinkie Pie bounced her way down the street, looking for fun. And that was easy, because there was fun _everywhere_ as long as you knew where to look.

For example, there were those two unicorn brothers that had just moved to Ponyville, Castor and Pollux. They were _hilarious!_ They'd gotten into a fight just this morning over Castor's healing amulets or whatever, and although Pinkie hadn't exactly been able to follow what Castor was actually talking about and none of Pollux's insults had really made any sense, it was still pretty funny. The looks on their faces were just priceless!

And so it was as she bounced down the street and giggled at the memory. It was sort of like how Applejack and Rainbow Dash fought all the time, except at the end of it all Applejack and Rainbow Dash were still friends, but Castor and Pollux apparently just kind of hated each other, so maybe it wasn't really like how Applejack and Rainbow Dash fought all the time at all, but anyways—

She stopped as she caught sight of the two brothers down the street, almost lost in the shuffle of Ponyville's busy marketplace. Castor was showing something off—and upon a closer look, it looked like that hemp health drink thing he'd been so proud of. Pinkie had tried it once and it was _horrible_ but she managed to drink enough of it to make him happy and then went back home and shoveled an entire gallon of ice cream into her mouth to get rid of the taste. He was showing the stuff off to another pony, Flitter by the looks of it, and she seemed fairly disinterested. That was probably a good thing. No good could come from actually drinking that slop.

But then, unnoticed by Flitter as Castor prattled on, the side of her saddlebag lifted up just enough for a bag of bits to come floating out. Pinkie blinked in disbelief—and then caught sight of the red hide of Pollux, hidden behind a wooden stand, as he lifted the coin purse over with a deft puff of magic. He quietly picked it out of the air and ducked down back behind the stand, and then crept away behind Flitter's back.

"Hey," Pinkie started, a frown growing on her lips, "that's not nice! That's not nice at all!"

Castor made an excuse and disappeared around a corner, and so Flitter shrugged and continued on her way. Pinkie started forward, but the crowd around her kept her away, and by the time she had room to squeeze through, Flitter and the brothers—and the bag of bits—were long gone.

Pinkie stopped where she was and sat down. If she was gonna steal something, that was actually a clever way to do it—have one pony distract someone and the other pony does all the stealing. Genius, even! But Pinkie Pie wasn't going to go stealing. She'd had that happen before, when her friends stole bits of the Marzipan Mascarpone Meringue Madness on the train to Canterlot, and that hadn't been fun, and only her culinary genius had saved the day.

And yet why were Castor and Pollux doing that?

Pinkie produced her hat and bubbly pipe from parts unknown. This was a mystery. And it would be solved! Justice would be done! Bits would be recovered! This case would be solved by the greatest sleuth-mind of all Equestria...Twilight Sparkle!

Pinkie hopped off towards the library.

—

Clearing clouds from the sky was always a good way to work off stress. There was nothing quite like flying around at full throttle, punching and kicking things, and watching them break apart and vanish from the sheer power of your blows. Granted, they were clouds and you could break them up by sneezing if you really wanted to, but that sort of thing never really occurred to Rainbow Dash as she zoomed around the sky breaking up little storms before they turned big and ruined somepony's picnic or whatever.

Unfortunately, cloud-clearing didn't really take a whole lot of thought, so as she swept through the sky and broke up the formations, Rainbow Dash had nothing to distract her from her thoughts. And that was awful.

She'd risked going to the library this morning, and made it through her visit without an encounter with the Great and Powerful Trixie. The excuse she gave was to pick up another _Daring Do_ book, but the real reason she went was to find out how Twilight's trip to Canterlot went. What Spike told her instead still had her blood boiling. Some _other_ Nightmare, the one the princesses were so worried about, had led Twilight into an alley and tried to kill her. Luna had showed up to scare them all off, but the thought that now her friends had someone _else_ trying to hurt them was almost more than she could bear. It had just about activated some weird maternal instinct in her heart, to constantly watch over her friends in case monsters and villains came to get them too.

But even worse, there was nothing she could do about it. The other Nightmare's whereabouts were a mystery, and as for the first one, well, Twilight was determined that no one would see Trixie. She was in the middle of some Trixie-related research when Rainbow had shown up, which was why it was Spike who had broken the news—and then shooed her off before she could get in the way. And that whole little episode, the feeling of total helplessness, of having to just sit here and watch events unfold, hoping and praying that her friends would be alright...well, it was all Rainbow Dash could do not to just fly face-first into a mountainside and hope when she woke up it would all be over.

Because, after all, Rainbow Dash, Element of Loyalty, couldn't do that. Applejack was right. Sooner or later her friends were going to need her. She just wished she knew what it was they were going to need her _for_.

Rainbow blinked in surprise as she caught sight of another pony darting among all the clouds and shearing off pieces. Up above, Whiplash was running tight circles around one of the great big altocumulus clouds—yes, it was sort of egghead-y to know the proper scientific names for clouds, but Rainbow Dash had the excuse of needing to know this stuff for her day job, so it wasn't lame—with a mile-wide grin on her face.

Rainbow licked her lips, reared back, and launched herself up into the middle of the cloud at top speed. It blew apart in a huge expanding ring that sent Whiplash tumbling back. Rainbow pulled up and landed on one of the smaller clouds with a grin; Whiplash shook her head, caught sight of Rainbow, and rushed over.

"Rainbow Dash! I didn't know you could do that!" she cried.

"Ha! There's nothin' the Dash _can't_ do!" Rainbow answered, with a flap of her wings. "So what's up, Whiplash? Didn't see you here the past couple days."

Whiplash suddenly got very, very nervous; Rainbow frowned at the sight. "Oh, uh, had to go back to Canterlot for somethin', you know, personal stuff."

"Personal stuff," Rainbow said with a leer.

"I-It's not like that!" Whiplash added, her face turning bright red.

"Oh? What's it not like, huh?"

"Well...w-whatever it is _you're_ thinking of!"

"Really! And what is it that I'm thinking of?"

Rainbow lost her composure and collapsed in a fit of giggles. If she kept this up poor Whiplash's face was going to explode.

"So," she said, wiping away a tear, "Canterlot, huh?" She felt her smile begin to falter, as memories trickled back of what else had happened in Canterlot. Even teasing other ponies wasn't providing the boundless joy it used to; this whole thing with Twilight and Trixie needed to end, and soon, or else Rainbow Dash would simply go completely nuts. "So what were you doing in Canterlot?"

Whiplash frowned and looked down towards the ground. "Err...I don't really want to talk about it."

"You sure? Talking about it might help."

"I'm sure."

Rainbow stared at Whiplash for a long, thoughtful moment. Even if she wasn't all that close to Whiplash, the last thing she needed was another friend with weird emotional problems that Rainbow couldn't solve.

After all, nothing was worse than watching a friend have a problem you couldn't solve. You couldn't do anything. All you could do was sit and watch and hope for the best. And not helping your friends when they had problems...well, that just felt _disloyal_.

—

"...and then she said that I'm too nice to hate!" wailed Twilight Sparkle, armed as she was with a smoothie and slumped on a park bench with Applejack at her side and Rainbow Dash lounging on a low-hanging cloud. "I can't figure it out! Why does she say these things to me?!"

Applejack glanced up at Rainbow Dash. "Probably 'cuz she means it, sugarcube."

"But what does _that_ mean?!" cried Twilight.

Applejack and Rainbow Dash shared another weary look. "Well," Rainbow said with a cough, "I'm not really in the let's-make-friends-with-Trixie camp here, but isn't this, like, a good thing? I thought the whole point of all this was to make her stop hating you." She idly peeled off part of the cloud and started toying with it with her hoof. "And the sooner we get that over with, the sooner she can leave and the sooner everything will go back to normal."

Twilight groaned and bonked her head against the bench.

"Blunt force trauma ain't gonna help ya much, Twi," warned Applejack.

"Nothing else seems to be working," the purple unicorn moaned.

"Twilight, seriously, what the hay?" Rainbow said, and sat up on her cloud. "I thought this was supposed to be, you know, progress. I mean, weren't we trying to get her to stop hating you so it would kill the Nightmare and she could leave?"

Twilight whimpered. "I know," she said, "but...well, but what if she stayed?"

"In the town where ya turned her into a laughingstock overnight?" Applejack asked.

"We've forgiven worse," Twilight said.

"Why would she even want to stay here?" Rainbow Dash sputtered. "Really, what do we have to offer her? Isn't it, like, her job to go wandering around the world putting on shows and ticking off other ponies?"

"But she wouldn't be in this mess if she had friends who looked out for her," Twilight protested, "and I know we could do that."

The pegasus and earth pony shared another look, and this time Rainbow cringed. "Listen, sugarcube," Applejack said, "ah just don't think Trixie's gonna wanna have much to do with us, anymore than we wanna have anythin' to do with her. If she ain't hatin' you anymore, then great, but she don't seem like the kinda pony we'd be friends with."

Twilight blew a lock of her mane out of her face. "If you knew her like I did, you wouldn't be saying that."

Applejack and Rainbow Dash shared one more incredulous look. "If you say so, sugarcube."

—

Progress. Progress was a thing that was measured. Measurement required a standard with which to compare the thing you were measuring. Measuring things required being able to see them, metaphorically if not literally.

Twilight Sparkle could not see into Trixie's mind, and that meant no measurement, and _that_ meant she was about one more setback away from a helpless paroxysm of gnawing on pens and screaming futilely at the ceiling. The last time she'd done that, it had been during advance-planning for Winter Wrap Up, and she'd started gnawing on her quills instead of pens, and that meant she spent the rest of the day picking bits of feather out of her teeth.

Determined not to go through that humiliation again, she took a long, deep breath and sat down to think. Trixie had immediately clammed up once Twilight asked her about a chestnut-colored pegasus pony named Seesaw, and no amount of prodding and cajoling had gotten through to her. It was infinitely frustrating, because after the night when she came home from Canterlot, she thought she'd finally started earning Trixie's trust. And that was what she wanted the most. If Trixie trusted her now—and why wouldn't she, after Twilight had gone to such lengths to find out what happened to her parents and protect her from harm?—then surely answering a few questions about this _other_ evil monster that had tried to kill her wasn't too much to ask.

Twilight cringed at the thought as she realized that Nightmare Inferno was yet another demonic presence trying to kill her. This past month had seen her make some very hazardous acquaintances. And then there was the news Pinkie had brought about what she sure thought looked like those two unicorn brothers, Castor and Pollux, pickpocketing someone. Twilight didn't want to get too paranoid, but that certainly didn't sound good.

She bonked her head on the table. Why did this have to be so difficult? Protecting herself, fine, that was easy, she knew how to teleport and she was surrounded by her friends, and if all else failed the princesses would be around to get rid of Inferno. But Trixie was a totally different beast, and her friends couldn't help her here. What was she supposed to do now?

"So is this supposed to be helping," Spike's skeptical voice chimed in, and she bolted upright, "or what?"

"S-Spike! What are you doing here?"

Spike, armed with a broom, stared back at her. Twilight immediately blushed.

"Oh. Right."

"Yeah, I'm not gonna lie, Twilight, you've been pretty loopy lately." He set the broom aside and an edge of concern appeared in his face. "Ever since you got back from Canterlot, actually. Are you okay?"

"I'm fine! I told you, nopony ever hurt me—"

"I'm not talking about that." Spike gestured towards the stairs. "I mean, I'll be honest, I have never, _ever_ seen you actually defy a princess. Even if it's Luna. I never thought you'd do something like that." Twilight's ears went flat at the thought. "Which is something I've been meaning to ask you about, actually. This whole thing with Trixie. You seem, like, _really_ worked up about it, way more than you'd expect. Like Trixie means a lot more to you than just doing the right thing." He put a hand on Twilight's shoulder. "So, yeah. What's going on here? Are you okay?"

Twilight almost didn't hear him. "Y-Yes, I'm okay, Spike."

Spike looked utterly unconvinced. "If you want to talk about it—"

"I'm fine, okay? Nothing's wrong!" She turned away and huffed, and that left Spike only to sigh, pick up his broom, and amble off.

And that, in turn, left Twilight to sit there in something approaching frothing panic. It was now finally starting to sink in that she really had in fact defied one of the princesses of Equestria to save Trixie's life. Standing up against Luna was not much different from standing up against Celestia—and she couldn't even imagine herself doing that. But Celestia would not have hesitated to destroy a threat to her kingdom—and that meant if Celestia had been there instead of Luna, it would have been her beloved mentor she would have defied.

Her stomach churned at the very thought. It didn't even make sense why she'd feel this way. It wasn't as though they were close; it wasn't even as though they knew each other that well. She wanted someone who would share her interests, someone she felt she could share her life with, and her friends didn't quite fit the bill in that closest of regards—but this? This had come out of nowhere.

She glanced back up at the stairs. Fluttershy had told her that she needed to be Trixie's friend. And she was, even if Trixie didn't understand that yet. She hadn't had many opportunities to prove it—but when it counted, she had proved her sincerity in spades.

So what did it mean if you started to think about being more?

—

It was a well-kept secret that Pinkie Pie was actually pretty smart. Not super-duper-ultra smart like Twilight, but still, she was no dummy! She didn't mind if other ponies thought she was kind of loopy, because that seemed to make them laugh and she loved making other ponies laugh, but when she really had to, she could figure stuff out just like Rarity or Applejack or Twilight. After all, being smart had benefits, like being able to throw better parties! Or pull better pranks! Or throw better parties for pulling better pranks! Or baking better stuff! Like cakes and cupcakes and muffins and cookies and—

Anyways, the bounce she normally had in her step was a bit subdued as she made her way upstairs to Trixie's bedside. Twilight broke the sad news to her friends about Trixie's parents just after getting back from Canterlot, after that _crazy_ night with Nightmare Meaniepants and Luna and they all started fighting and it was most decidedly unfriendly. And after that Twilight had just gotten _weird_, all jumpy and tense and crazy, like she had something totally wacky going on inside her noggin or something.

But while Twilight was crazy, Trixie was still sad. And with good reason! Just because she'd moved away didn't mean Pinkie Pie didn't still love her parents and miss them very much, even if the rock farm was so boring she couldn't possibly survive there. The thought of them not being around anymore...well, that wasn't really worth thinking about.

So instead she quietly stepped across the floor. Trixie was awake, staring at the wall, and didn't even glare when she saw Pinkie coming. That wasn't a good sign. If Trixie was too sad to be grouchy then something was _really_ wrong.

"You're not bouncing around like a spring," the blue unicorn said, and Pinkie felt a little relieved as Trixie started to look characteristically annoyed again. "What's gotten into you?"

"Oh, well, I just heard about your parents," Pinkie answered, and the annoyance seemed to seep out of Trixie's face as she cast her eyes towards the floor, "and I wanted to, y'know, see how you're doing."

Trixie put on a distrustful face again. "Perfectly fine."

"Silly filly! Auntie Pinkie Pie will fix you up!" And from parts unknown Pinkie produced a great big pile of cupcakes and heaved them onto the bed.

Trixie stared in disbelief. "Wha—how—where—did you—but—"

"Cupcakes make _everything_ better!" Pinkie exclaimed. "Well, except for all the things they _don't_ make better, like toothaches or debt collection or something. Unless you could pay back debts in cupcakes! _Omigosh!_ That would be _amazing!_ I should tell Princess Celestia about this!"

"I, uh—"

"Anyways, how do you feel _now?_ Are you still sad?"

Trixie stared down at her small mountain of cupcakes. "N-Now I'm confused."

"But you're not sad anymore! Yay!" Pinkie hopped into the air and set off an explosion of confetti, and Trixie watched in utter bafflement and mild fear as a rain of colored paper washed over her.

"Um, I—"

"_Anyways_," Pinkie continued, "how would you like a party?"

Trixie blinked and then glanced down at her legs under the covers. "A party."

"A party! It's my specialty, y'know! We'll get the whole town in here and you can strut your stuff, metaphorically speaking, and start over with everypony! It'll be great! And it'll be _totally fun!_ We'll have cake and muffins and punch and cupcakes and I'll bring Gummy and—"

"Wait, you want the whole town coming in here to see me?"

Pinkie flopped down on the bed next to Trixie and ignored the way she yelped in surprise. "Oh, Trixie, don't be silly. You and Twilight can't just hunker down in here and be boring and broody together!"

Trixie's eyes went wide. "E-Excuse me?!"

"You're a showmare, after all, and showmares can't just sit and pout! You gotta be out in front of everypony, getting attention, doing stuff, being the star!"

Trixie sputtered angrily for a moment. "In case you didn't notice, my act consists of magic, which I _can't do_," she shoved Pinkie off the bed, "so if you would kindly excuse me—"

"Well either way I'm _definitely_ throwing a party for Twilight," Pinkie said, "'cuz I dunno if you've noticed but if there's anypony in Ponyville other than you who needs a party right now, it's Twilight."

"Wha—what about her?"

"'cuz I mean she's at least as depressed and bummed out and loopy about everything as you are! And she was totally super-sad to have to come back from Canterlot and break the bad news to you! And she stood up to a _princess_ to save you, which is, I mean, like, _wow_, that's hardcore! So she's _all_ kinds of crazy right now and the only Pinkie Pie-approved treatment for that level of craziness is a party."

Trixie stared back.

"So anyways," Pinkie got back to her hooves with a mile-wide grin, "we're still gonna have a party somewhere around here for her, and if you wanna come, we'll find a way to get you there. 'kay? 'kay! See ya there!"

Pinkie bounced off and left Trixie behind in a state of complete befuddlement.

—

"...an' now Rainbow Dash's all bent outta shape over the whole thing," Applejack grunted, in between hard kicks against a stubborn apple tree whose apples refused to drop, "an' that's just great, 'cuz Pinkie Pie wants to throw a party an' that means we all gotta get together, an' it's just gonna be all weird, y'know?"

Standing off to the side hitched to the big wagon, loaded with buckets of apples, Big Macintosh simply said, "Eeyup."

"An' Rarity still don't know who broke into her shop," Applejack went on, "an' Twi's goin' nuts, an' ah don't even know what's goin' on with Spike, an'," she glowered back at the tree trunk, "an' _why won't these dang apples fall down?!_"

Big Macintosh cleared his throat. "'cuz they already did."

Applejack stopped, looked up, noticed that all the apples had already fallen into the buckets, and suddenly felt very silly.

"Shoot," she sighed, and slumped to the ground, "guess ah'm goin' crazy too, huh."

"Eeyup."

"You ain't supposed to agree with that!"

Judging by his satisfied little smirk, Big Macintosh was not in the least bit sorry.

"Well, ah dunno," she got back up and started hauling the buckets over to the wagon, "whaddya think ah should do, Big Mac?"

Big Macintosh thoughtfully chewed on his wheat shoot for a moment. "Think yer worryin' too much, AJ. There anythin' you can do 'bout it?"

"Ah don't reckon so," Applejack sighed. "Can't get in Twi's head an' see what's makin' her all weird, an' ah still ain't feelin' too great 'bout Trixie." She glanced off towards Ponyville, eyes fixing on the unmistakable shape of the library. "Ah ain't never seen her say no to a dang princess before. Somethin' weird's goin' on."

Big Macintosh glanced back at her. "Sounds like ya oughta ask Miss Rarity 'bout this instead of me."

"That's what ah was afraid of," Applejack groaned. "She'll never let me hear the end of it, y'know." She put on her best fake dignified Canterlot accent. "Mighty, proud Applejack humiliatingly supplicates the sagacious Rarity for her boundless wisdom."

Big Macintosh snorted. "Big words ain't your thing, AJ."

"Don't ah know it." Applejack cast a sullen gaze over the next set of trees. "Well, we'll finish up over there, eh? Pinkie's plannin' a party sometime soon an' you know how she gets if you don't show up to those."

Big Macintosh shuddered. Not even he was immune to the horrors of the prank-filled revenge that Pinkie Pie had wrought over her birthday party.

They went off together with the wagon, but Applejack kept her thoughts in town, in the library, with her friend. Problems were so much easier when they could just be solved with a good kick. This stuff...well, she was out of her league now.

—

Twilight Sparkle jolted upright from her book with a squeak of fright as she heard the balcony door creak open and the sound of hooves on the floorboards. Her heart rate slowed down a little once she saw the shimmering ethereal mane of Princess Luna—but only a little.

"Princess Luna!" Twilight cried, and immediately cringed. "Um, about the other night, I didn't mean to—"

"Hush," Luna said. "You followed your heart, Twilight Sparkle, and I cannot fault you for that." She glanced around the room. "Now then, where is this Trixie...?"

Just as immediately, Twilight frowned. "W-Why do you ask?" Another thought occurred to her. "Did one of my friends ask you to come?"

Luna's smile disappeared. "I told you I would return," she said coolly. "Do you believe your closest friends are working against you behind your back?"

A bolt of guilt went racing through Twilight's mind. "N-No..."

"I thought not. Trixie is upstairs?"

"Yes..."

Together they went upstairs to Trixie's bed, and when they got there, they found the blue unicorn asleep—but not sound asleep. Trixie was curled up on one side, her face contorted with pain. Luna frowned, held up a hoof to silence Twilight, and tentatively stepped forward herself under a warm glow from her horn. Trixie flinched, but she didn't seem to wake up.

"Her dreams are afflicted," Luna whispered.

"She's having a nightmare?"

Luna stepped back. "There is a reason why they are called such. They come to torment their hosts as surely as they torment others." She looked over at Twilight. "Dreams are the only realm in which a Nightmare and its host truly hold parity. A bad dream is a sign of conflict between the two."

Twilight looked back at Trixie, confused. "Conflict...?"

"To speak plainly," whispered Luna, "her feelings towards you are in chaos. She is in conflict with this evil shade—which means her feelings about you are at odds with those of the Nightmare."

Twilight felt her heart speed up. "Sh-She doesn't...hate me anymore? She...likes me?"

Princess Luna arched an eyebrow, and when Twilight looked back at her, the princess of the night had a small, knowing smile. "That, I cannot say." Her smile disappeared. "Do not interfere in her dreams in any way. Let them run their course. This is her battle to fight, and you, Twilight Sparkle, cannot intervene."

"O-Okay..."

Luna smiled again and went on her way, leaving Twilight behind to stand by Trixie's side, watching her toss and turn in the depths of her dreams, and desperately wishing she could be in there too.

—

When Trixie woke up the next morning, Twilight said nothing about Luna's visit. At the very least, she acted as though nothing had happened—and for that, Twilight was happy, because she had too many questions whirling around in her own head as it was.

Yet Trixie was still out of sorts, so Twilight Sparkle was left with only one weapon in the war against depression and misery. But what a potent weapon it was. Few unhappy ponies could withstand the tactical deployment of Pinkie Pie to forcibly brighten their day, whether they really wanted to or not. And as usual, Pinkie's chosen method of assault was a party.

At first she had wanted to cram all of Ponyville into the library. Applejack and Twilight talked her out of expecting the entire population of the town and surrounding environs to actually show up, and then talked her down to just tossing invitations out and whoever showed up would be the guests. And Twilight assiduously talked Pinkie out of much party activity from the Great, the Powerful, and the still-convalescing Trixie.

Pinkie, true to form, had transformed into a pink tornado as she conjured baked goods and prepared for a bash, which left Twilight with little more to do but watch the strange dance of insanity that was her friend and worry. It would be the first time since Nightmare Storm's return that she'd see all her friends together, including the ones who were least happy with this whole situation. Everything was going to be so awkward.

But Pinkie was determined, Trixie was depressed, and Twilight was going nuts. Plus, Spike probably deserved to have some fun; he had put up with all this madness with remarkable coolness.

Twilight guiltily turned her thoughts to Spike as she watched Pinkie hang up streamers. He really was more perceptive than he got credit for, and he'd gone along with all her decisions without the kind of fuss that Rainbow Dash had put up. So what did he think of all this?

"What's wrong, Twilight?" Pinkie asked, and pointedly ignored the way Twilight yelped in surprise.

"Oh, um, nothing, nothing at all—"

"Don't lie to Auntie Pinkie Pie! You are totally hyper ultra bummed and I can tell 'cuz I know when ponies are unhappy because that's my cue to make them anti-unhappy! Now," she plopped down next to Twilight and threw an arm around her, "what's got you all mopey-dopey-lopey?"

Twilight spared her hyperactive friend a cautious glance. Would Pinkie really understand all these jumbled thoughts and feelings? Would she understand where all this _affection_ had come from, even when Twilight didn't—could never have seen it coming, never asked for it, wasn't even sure it was real and not just a fevered imagination run wild?

Pinkie's smile faded. "Twilight? Are you alright?"

"I-I'm fine, Pinkie."

"Are you sure?" She frowned. "'cuz you don't seem fine."

Twilight waved a hoof. "Stress, lack of sleep, dealing with Trixie. I'm okay, Pinkie. I promise."

Pinkie was unconvinced, but her smile flashed back into existence and she promptly shoved a cupcake into Twilight's mouth. "Okey dokey lokey! Back to work!" And with that she hopped back up and dove back into the delicate art of party preparations.

Twilight only cringed. Who really _would_ understand?

—

Night fell and the work for the day was done, and that meant, logically, the only thing left to do was party.

As Pinkie Pie parties went, this one was fairly subdued, in the sense that there were no giant conga lines of ponies and nothing had exploded yet. That was probably at Twilight's command, since this place technically was still a library and Spike didn't want to have to clean things out of the books afterwards. And so, with the moon on the rise and nothing else to do, most of the town had trekked down to the library for yet another Pinkie Pie party.

Rarity watched it all from a little space by the door and sipped on some punch. It was a party and it was still fun even if Pinkie threw parties for everything up to and including the fact that it was Tuesday, but it wasn't all fun and games. After all, Pinkie had confided in her friends that she thought she'd seen Castor and Pollux pickpocketing, and she'd asked her friends to keep an eye out for that and any other shenanigans of a suspicious nature. And so Rarity stayed off on the sidelines of this particular shindig, sipped punch, and watched it all go by. It was good to just watch other ponies sometimes.

And that was especially so when some ponies really _needed_ watching.

Rarity glanced over at Applejack as the brawny farmer quietly sidled up next to her. "See anythin' yet?"

"Not a thing," Rarity whispered back, and she nodded towards the door. "May we talk?"

Together they made their way just outside, where the sounds of the party were muffled by thick walls and the warm light faded into the dark.

"So Applejack," Rarity said quietly, "I don't suppose you've noticed that Twilight is out of sorts these days?"

"Shoot, ah was 'bout to ask you the same thing, Rar'."

"Oh good, then I'm not losing my mind." She glanced back inside awkwardly. "Or, I'm not the only one, at least. I don't think I'd ever have expected Twilight to stand up to a princess over all this. How is she?"

"Dang crazy, if ya ask me," Applejack grumbled. "All moody an' quiet, like she's confused 'bout somethin'."

"Is she now." Rarity frowned. "I've been taking care to avoid Trixie, lest we wind up starting a fight, but I can't help but notice how downright possessive dear Twilight has gotten about her." She looked over at Applejack. "You don't suppose she's falling in love, do you?"

Applejack promptly made a face. "That's gross, Rar'."

"Applejack!"

"What?" She waved a hoof at the library. "Ah mean, why _Trixie?_ Not wantin' to kill her, that's one thing, but takin' a shine to her is a whole 'nother story. 'specially since Trixie's, y'know, a giant jerk who wants to kill her."

Rarity huffed in indignation. "Applejack! I thought we were going to support Twilight."

"Yeah, an' if she goes an' does somethin' stupid, we support her by gettin' her to stop it." Applejack rubbed the side of her head in frustration. "Ah mean, don't ah got a right to be worried? Twi's a big egghead with no social skills, an' Trixie's, well," she shrugged, "Trixie. How's that even gonna work?"

Rarity pouted. Bad enough that Applejack had a point. "Well, all the same, Twilight is going to need our support and friendship either way. It's not as if she'll be dissuaded from her feelings by rational argument or something. Especially since if there's anypony who could rationally argue someone else out of being in love, it's, ironically, Twilight Sparkle."

"That's true," Applejack sighed. "It's just, ah mean, come on, how could our Twi really wanna be with someone like Trixie? Twi's never all boastful an' arrogant like that. She cares 'bout her friends."

"Well, maybe having our dear Twilight's affection will spark a change for the better," Rarity said with a shrug. "And besides," she sighed wistfully, "who are we to so cruelly stomp out the flames of young love, dearest Applejack?"

"The sensible ones who know they're terrible for each other?"

Rarity huffed again. Did Applejack truly have no inner romantic? Some ponies were just impossible. "Well, be that as it may, if they really are terrible for each other, Twilight will just have to discover that for herself. It's not as though we're going to rationally persuade her to see it our way." She frowned thoughtfully. "Besides, what if we're wrong and they really _do_ go well together? Who are we to get in the way of that?" She looked back at Applejack. "I don't know. Do you really think Trixie would harm our dear Twilight?"

Applejack stared back incredulously.

"I mean, besides the whole Nightmare business," Rarity amended.

"Ah dunno," sighed Applejack, "ah never really talked to Trixie all that much. Just clobbered her an' put her back in bed a couple times." She grinned. "Sure is fun, though. Hope she does it again sometime so ah can work off some stress."

"Well," Rarity scoffed, "_I_ would rather think there's potentially a lovely romance blossoming here."

"'Lovely romance' or not, what're we gonna do about it? 'cuz whether or not Trixie's actually a nice pony underneath, ah'm gonna worry 'bout Twi anyways, an' not just 'cuz the Nightmare's still in there."

"That's the hard part," Rarity agreed with a somber sigh. "Since none of us can tell how Trixie feels about the whole thing." She glanced towards the stairs. "Although one should hope she'd be at least a little grateful to Twilight..."

"Man, RD is gonna blow her top when she finds out about this," Applejack groaned. "She's already all worked up over just havin' to sit and let this thing run its course. If Twi an' Trixie are gonna start datin' now or whatever she'll go insane."

Rarity cringed. The idea of a psychotically stressed-out Rainbow Dash was fairly terrifying to consider. "Well, Twilight's awful taste in mares aside, I still vote for being supportive. First love is always difficult, and as her friends, we will have to be there for her to vent and cry and dispense advice. And we can do that, right?" She smiled tentatively at Applejack.

"Ah hope so," sighed Applejack.

—

Razor Edge had to admit, putting a library inside a giant hollowed-out tree was kind of cool. Someday, after Inferno's promised riches came rolling in, he'd find himself a really big tree and take his share of the loot and have it turned into a mansion. It would be great. Fillies would dig it. Fillies totally dug cool stuff like that.

In the meantime, though, he had a mission, and a stallion with just a pair of hooves and some concentration could work wonders on such pesky things as back door locks. A short little trip through the darkened kitchen yielded his prize, in a set of keys hanging from a series of hooks on the wall. And he'd already seen the one Twilight Sparkle had used to lock the front door; those late-night stakeouts in the bushes had finally paid off.

There it was—and there was a copy, hidden behind a few other keys. It was child's play to quietly pull them off, tuck the copy into his mane, and leave the scene looking completely undisturbed. Even with the original still hanging on its hook.

After all, they needed to pay Miss Sparkle and Miss Trixie a visit tonight. A late-night checkout from the library, one might call it, and a special question or two for the librarian.

—

As Pinkie Pie had predicted, forgiveness—or more like forgetfulness, maybe—was ultimately the rule in Ponyville. Most of the ponies in town hardly even remembered Trixie's magic show, or the Ursa that followed—Ponyville had all kinds of monsters rampaging in the streets and crises to terrify the population, so a raging Ursa Minor was rather lost in the grand scheme of things—and Trixie seemed to be fairly happy in her chair off to the side, where she dazzled everypony who listened about her amazing adventures across Equestria.

Pinkie had to smile when she boasted of escaping from a dragon's hoard with the gem that formed the brooch of her cloak. Of course, probably most if not all of these stories were completely made up, but she couldn't really begrudge Trixie that. Besides, it wasn't _impossible_ to escape from a dragon's hoard. Just, you know, difficult.

Anyways, the important thing was to make everypony feel better, and that was being achieved one way or another. Twilight was all loopy and it was potentially cute and adorable in the extreme but it was also pretty scary, because once you got onto this turf things could either make you really really happy or really really unhappy, and it was awfully hard to cheer up a pony who was really really unhappy.

But maybe everything would work out for the best! Pinkie Pie always hoped for that. After all, Twilight was super duper smart, so that had to count for something!

Pinkie Pie bounced over to Trixie as soon as she finished up her story about escaping a pack of timber wolves in Galloping Gorge. "So!" she squeaked. "Feeling better yet?"

Trixie stared at her cautiously for a moment. "I suppose."

"Great! Have a cupcake!" She promptly presented a bright blue cupcake from behind her back, and Trixie took a hesitant bite. "So you totally defeated a quarray eel at Galloping Gorge, huh? That is _so awesome!_ You should tell Rainbow Dash, she'll be totally impressed!"

Trixie arched an eyebrow. "Are you making fun of me?"

"Nopey dopey lopey! You tell the best stories, Trixie! And I'm totally super glad to hear you're feeling better now because that means you might even be _happy_ and if you're happy then my mission is complete!"

"Right..."

"Anyways you should totally tell the story about how you escaped from the dragon's hoard again," she said. "It was a doozy!"

Pinkie Pie bounced off into the crowd, leaving Trixie behind, thoroughly bewildered.

—

"I notice you haven't talked to Twilight since you got here," Fluttershy said quietly, after she'd found Rainbow Dash sulking in a corner by the stairs. Rainbow glanced back at her diffidently.

"I don't wanna start a fight. Or have to talk to Trixie."

Fluttershy frowned. "Are you still mad about her magic show?"

"No," groaned Rainbow, "jeez, why does everypony think I'm still mad about that? No. It's just..." She waved a hoof futilely at the whole scene before them. "It's all turning different. And it feels like all my friends are drifting away from me. Especially Twilight."

Fluttershy picked out Twilight on the crowd and cringed at the sight of her nervous expression as she stole furtive glances towards Trixie. "Well, you haven't talked much with her lately, have you?"

"Not really."

"I think you should. I'm sure Twilight would love to see you again. She must be lonely and stressed out dealing with all this." Fluttershy smiled tentatively. "You both like those _Daring Do_ books, right? Maybe you could talk about those."

Rainbow stared down at her drink and heaved a sigh. "She's going to want me to make friends with Trixie. She wants all of us to make friends with Trixie. And after everything she's done, well, how am I supposed to just forget all that and move on?"

"Are you sure it's just that?"

Rainbow groaned. "I don't even know. I just know that I don't really want things to change, and if Twilight's gonna try to be friends with that jerk, things are gonna change."

Fluttershy cringed. "'Friends' might be an understatement, actually..."

Both of them were silent for a moment as Rainbow processed that. "Wait, are you serious?" Fluttershy nodded, and Rainbow looked back across the room at Twilight in slack-jawed horror. "No. No way. You have got to be kidding me."

"Oh, Rainbow, Twilight is going to need us to be there for her," Fluttershy went on. "Because, I mean, well, not to be harsh or anything, but—"

"She's Twilight?"

"...well, yes."

Rainbow shook her head. "No. No, you can't be serious. You must be making a mistake. There is no way Twilight is so crazy she's actually got a crush on Trixie. No way."

"Rainbow, I'm not really sure if they'd be good for each other either, but whatever happens, we have to help Twilight as much as possible. And that means we have to try to be friendly and welcoming to Trixie. Can you do that?"

Rainbow looked back and forth between Fluttershy's earnest look and Twilight, nervously stealing glances at Trixie—a thing that suddenly took on a whole new light.

"Everything _is_ changing," she sighed.

"It doesn't have to—"

"No, it will," Rainbow spoke up. "You'll see. She'll want Trixie to be part of our little group, and Trixie will be as much of a jerk as she always is, and it'll tear us apart. It's going to happen. I know it will."

Fluttershy pursed her lips. "Trixie isn't that bad, Rainbow Dash—"

"Really. And what makes her not so bad, huh? She _is_ the one who hated Twilight so much she turned herself into a monster."

"But she doesn't anymore," Fluttershy replied. "She stopped herself, remember?"

Rainbow scowled. "Good for her. I still don't trust her."

"I know." Fluttershy gave her friend a hug. "But Twilight trusts her, and we trust Twilight."

Rainbow kept her eyes fixed on Twilight and blinked away her tears. "She's going to tear us apart, Fluttershy. It's going to happen—"

"No it won't," Fluttershy whispered. "We can only get torn apart if we let ourselves get torn apart. And we're not going to let that happen." She turned Rainbow's head to face her and smiled soothingly. "Right?"

Rainbow sniffled. "I hope so."

—

It wasn't quite as awkward as Twilight Sparkle had feared, but it wasn't exactly devoid of awkwardness either.

Pinkie Pie's party had, as usual, worked some of that bizarre mystical inexplicable magic that Twilight mildly feared. At least it had made Trixie feel better. She'd quite enjoyed puffing herself up as the greatest adventurer in Equestria since Daring Do, and if Trixie felt better, that was what mattered the most. She'd been so shut down by the news of her parents' deaths that Twilight had actually started to miss her arrogant posturing.

Trixie, as it happened, was back in her bed, toying with the gemstone brooch of her cloak, when Twilight got upstairs. She had the gem in her hoof and stared down at it with a look of regret and somber resignation. She closed her eyes, concentrating—but nothing happened. And it didn't take Twilight's genius to guess she was trying to use her magic—and once again finding it completely unresponsive to her call.

"I guess that'll be our next project," she said quietly, catching Trixie's attention.

Trixie frowned. "I still don't know why it's gone."

"You don't still think I took your magic away, do you?"

"...I guess not." Trixie looked back down at her brooch. "If you protected me from a princess and got your crazy pink friend to throw me a party, I guess you're either playing a really long game of lulling me into a false sense of security, or you genuinely do want to help me." She held the brooch up in the flickering candlelight. "And I don't think you're conniving enough for the former."

Twilight tried not to let it show how her heart soared to hear that. "That's good."

"So what am I supposed to think of you?" Trixie asked. "You're still the one who made me look like a fool."

"I wasn't trying to—"

"Well it's what happened." She crossed her forelegs. "I told everyone I could beat that Ursa, and I didn't, and then you dealt with it. How does that _not_ make me look like a fool?"

Twilight closed her eyes and thought back to the princess's words. "Even the best ponies make mistakes, Trixie."

At that, Trixie scoffed. "And how many of them can _afford_ to make mistakes?"

They both fell silent for a moment. "Well, about your magic," Twilight went on, "I do kind of have a hunch that it's got something to do with the Nightmare. But it would help me a lot if I knew about how you got like this." She frowned. "I met a fellow in Canterlot called Seesaw," Trixie flinched at the name, "a fellow who turned out to be a creature named Nightmare Inferno. And I have a hunch that he helped create Nightmare Storm. But if I'm going to help you get your magic back, Trixie, I need to know what he had to do with you."

"Why ask her," spoke up another voice, and the blood froze in Twilight's veins, "when you can hear it straight from the horse's mouth?"

Twilight and Trixie slowly looked towards the shadows, where there, cloaked in darkness with wings spread and a treacherous smile on his face, stood Seesaw.

—


	11. Chapter 11: Where There's Smoke

Nightmares

—

Chapter 11: Where There's Smoke...

—

"You!"

Twilight Sparkle started forward with a spell building around her horn—but for a flash of golden light to blaze up around her and lift her off the floor instead. Spike came bounding up the stairs, and he too was caught in the light. Both of them were crammed together, and then ropes came flying out of nowhere to circle around and pull tightly around them. Trixie watched in fear as Twilight and Spike plopped down helplessly on the floor, bound up in ropes glowing with golden magic.

Seesaw grinned as from the shadows emerged a tall, elegant blue unicorn with a horn and a swirling star cutie mark surrounded by shimmering red light—and six more ponies too, those same hooded figures that had surrounded Twilight in Canterlot. "Well done, Lazuli," Seesaw chuckled. "Well, as they say, if at first you don't succeed, try, try again."

"What are you doing here?!" Twilight snapped.

"Hey, this is a library, isn't it?" Seesaw laughed. "I'm here to check out a book or two. And while I'm at it, I have a few other errands to run."

His eyes flashed red, a column of fire whirled up around him—and then the flames parted and Nightmare Inferno grinned down at them all.

"You won't get away with this—" Twilight started.

"Yes, yes, so I've heard," Inferno sighed, and brushed past Twilight and Spike with a stroke of his wings. Twilight struggled against the rope; Lazuli had it held in place with strong magic, it would take a long time and a distraction to work her way through— "Anyways," Inferno went on, "Trixie! Long time no see, eh?"

Trixie glared back. "What do you want?"

"Oh, my little storm cloud," Inferno sighed, as flames and the telltale glow of magic began to build around his horn, "what have they done to you? Clever use of the suppression spell, Miss Sparkle, and I see you know your Nightmare history well, but that's alright. I'll fix things up here, right as rain." Trixie's eyes went wide and she shrank back under the sinister glow. "Of course, it all wound up taking a much more direct approach than I expected, but hey, who says I'm not a stallion of my word?" He grinned maliciously as the flames swirled around Trixie. "So, Nightmare Storm, why don't you come on out and play?"

"Trixie!" Twilight cried.

Spike sucked in a deep breath and blasted a jet of flame over the ropes, burning them to cinders in a moment. Twilight flung off what was left, nailed Lazuli head-on with a blazing shot of magic, and whirled around towards Inferno—only to find two of those hooded ponies blocking her path, horns poking out from under their hoods and glowing with magic. The other four circled around her, all of them daring her to make a move.

"I'd be saving my strength if I were you, Twilight Sparkle," snarled Lapis Lazuli as she reemerged from the shadows. "You're going to need it."

"I know you're in there somewhere, my little storm cloud," Inferno crooned, as the flames drew closer to Trixie. "And I've got your prey nice and cornered for you. Now come on out!"

"No!" Trixie yelled back.

"_Come out!_" roared Inferno.

"_No!_"

"You have a funny way of showing gratitude, Trixie," growled Inferno, his confident smile disappearing. "Who was it who found you when you were at your lowest ebb? Who was it who gave you this power? Who gave you the opportunity to take revenge, to take back everything that was rightfully yours? Well?!"

Trixie slammed her hooves over her ears. "I don't want it anymore!"

"Yes you do! It's still there within you! If you didn't want it anymore—"

"I won't use it anymore!" Trixie's eyes snapped open, even through the flames dancing around her. "I don't want revenge anymore! I want my magic back!"

"Of course you want revenge!" Inferno snapped. "She destroyed your reputation! She turned you into a laughingstock! The Nightmare took your magic from you, you can't back out of this deal now, little Trixie—"

"I don't care!" Trixie screamed. "_I won't hurt her!_"

Down below, the sound of splintering wood echoed through the library, followed by hooves on the floorboards—and an instant later, Applejack and Rainbow Dash vaulted up the stairs and skidded to a stop—followed closely by Pinkie Pie, Rarity, and a trembling Fluttershy.

"An' just what the hay is all this?!" Applejack snapped.

Rainbow Dash immediately launched herself at Inferno—only for one of those hooded ponies to leap into her path and knock her down with a hard kick. Inferno spared one last scowl at Trixie.

"They don't have the Elements—" Lazuli spoke up.

"They _are_ the Elements," Inferno snarled, as his minions gathered around him. He swept back around towards Twilight and Trixie. "Well, not that I mind unexpected company," a ring of fire sprouted up from the floorboards, as Inferno's minions closed in around him—and Trixie began to glow as Inferno lifted her from her bed, "but our dear little Trixie and I were trying to have a private conversation, so if you'll kindly excuse us—"

"No!" screamed Twilight, and she fired forward a beam of magic—which Inferno swatted aside with a flick of his wings.

"Ah don't think so!" Applejack cried, and she stormed forward with her head down—

And then, with a swirling plume of fire, Inferno, his minions, and Trixie all disappeared.

Silence descended over the library as only a few flickering embers settled on the floor where Inferno had once stood. Twilight stared into the empty space, eyes wide and blank; Spike brushed himself off and looked around nervously.

"So," he said, "um, now what?"

Rainbow Dash shook her head. "Wh-What the heck just happened in here? Did that guy just kidnap Trixie?"

Pinkie immediately sat up with a horrified gasp. "Omigosh, we have to save her!"

"Wait, what—" Rainbow started.

Before anyone else could speak, Twilight wheeled around and plowed past them, down the stairs. Spike immediately rushed after her. "Where are you going?" Rarity exclaimed, but the purple unicorn was already out the door.

"Twilight, they could be anywhere!" Spike wailed. Twilight put her head down, lifted the dragon onto her back, and charged ahead.

"Anywhere, yes," she said, "and that means they have to be somewhere. And we are going to find them."

"W-Well, yeah," Spike said, "but where are we going?"

"Twilight! What the hay are you doin'?!"

Twilight whipped around at the sight of her friends rushing after her out of the library. "If you're not coming to help me, then just stay here," she said, brow furrowed, "but I'm going to save her, whether anyone likes it or not."

Rainbow landed with a roll of her eyes. "Yeah, like we're going to let you just charge off into certain doom on your own. Of course we're coming with you."

"Yeah, you ain't tacklin' this one all on yer lonesome, sugarcube," Applejack added, and she adjusted her hat. "We stick together."

"But where will we start?" Fluttershy stammered. "D-Did anyone see where they went—"

"If I was an evil monster full of hatred and contempt for life itself," Pinkie said, adopting a studious pose, "I would probably go to a place full of things like me. Things that are also full of hatred and contempt for life itself, and things that also think ponies are pretty tasty."

All eyes turned towards the Everfree Forest, and Spike immediately cringed. "We're doing this again, huh?"

Twilight steeled herself. "Hang on, Trixie. I'll get you out of there..."

—

"I don't know if you noticed this or not, but even if I did still want to take orders from you—and we are, I assure you, speaking completely hypothetically here—there is this teensy problem of my legs being completely sprained and completely useless as far as supporting me or providing locomotion, so—"

The Great, the Powerful, and the babbling Trixie fell silent as Inferno's fiery mane flared tempestuously around her. The black unicorn glowered back at her with glittering red eyes as he and his hooded followers slowly marched through the forest, Trixie suspended in a shimmering red glow between them. Lapis Lazuli watched with mounting joy as her master silenced their meddlesome experiment, at least for the time being.

"You know," he said, "I have to admit, I'm rather hurt. I mean, I don't create fellow Nightmares for just any old occasion, and for all the time and effort I sank into you, I think I've got a right to have expected more. A return on my investment, if you will."

Trixie scowled back. "Is that all I was? An investment?"

"Well, hey," chuckled Inferno, "let's be honest, little miss Lulamoon, it was either that or reducing you to cinders." He shrugged. "And I guess this little venture hasn't been a total bust." He nodded to one of the hooded ponies. "Whiplash, you're on. Make daddy proud."

Whiplash snapped a salute and then darted into the darkness. Trixie watched her go with mounting alarm and then looked back at Inferno. "And what's that all about?"

"Oh, come now, Trixie, you know this one. A magician never reveals the secret of the trick. Undo the magic, it will."

"And what do you know about stagecraft?" snarled Trixie.

Inferno whirled Trixie around to float in front of him and face him. "A great deal more than you, my dear. After all, I've had far more practice," the flames began to swirl around Trixie, and she curled herself up as tightly as she could, "and far more skill."

The blue unicorn looked back with as defiant a face as she could muster. "I'll have you know that you are speaking with the Great and Powerful—"

A burst of magic clamped her lips shut and Inferno arched a skeptical eyebrow at her. "I suppose it's simply characteristic of you that you sit here and presume to tell me that you, of all ponies, you, are somehow capable of addressing me as an equal."

Trixie glowered back at him. "I was strong enough to push down the Nightmare!" She crossed her forelegs defiantly. "And that's the way it is! I don't want any part of this bargain anymore! You can pursue your plans on your own! I quit!"

Nightmare Inferno chuckled. "Oh, Trixie," he sighed, "I have to admire your nerve, but I'm afraid you're forgetting one very incredibly unfathomably tiny yet unbelievably important detail, which is that I OWN YOU!" The flames blasted up around the two ponies; Trixie lurched back in terror from the searing heat as Inferno's eyes blazed with fury. "You are my creation, Trixie Lulamoon! Your power, your dignity, your reputation, they were all charades that all lay in tatters when you came to me—and everything you have ever had since then, you owe to me! You are nothing without me!" His mouth twitched with satisfaction as tears welled up in Trixie's eyes. "You are nothing but a pitiful trickster, pretending to power to hide your pathetic true self!"

"Th-That's not true!" Trixie shot back. "It's—"

"Don't lie to me now, magician," Inferno growled. "I know you better than anyone. You poured out your soul to me—and that means you are mine to command."

"I am not—"

"And you should consider yourself fortunate for it," the black unicorn went on, and the flames swirled around him, "because that means I am the only creature in the world that wants you."

Lazuli smiled as she watched Trixie squeeze her eyes shut and fight back the tears—but then her ears caught the snap of a twig and she shot a glance over her shoulder.

"Well well well, they sure took their sweet time," Inferno said with a smirk. His horn flickered with red light and he turned around. Trixie's eyes opened in fear. "Now let's bring it all together, shall we?"

—

"I hate to be the wet blanket here," Rarity gasped, "but do we even know where we're going?"

Twilight clenched her teeth and plowed ahead at full gallop through the undergrowth of the Everfree Forest, her friends struggling to keep up. She would not lose Trixie again—not to Inferno's power, not to Nightmare Storm, and not to this evil forest.

"Wh-What if they aren't even in here?" Spike asked, as he bounced around on Twilight's back. "And what would we do if—"

"Surprise!"

A whirling fireball came blasting out of the shadows; Twilight screeched to a halt, her friends piling up behind her, and deflected the blast with a shimmering magic shield. She lit up her horn for a counterattack, and the shadows came to life with a sinister laugh.

"You..."

Nightmare Inferno stepped from the shadows with a grin, and his hooded minions emerged in a ring around Twilight and her friends. Twilight caught another movement in the darkness, and dug her hooves into the ground as Lapis Lazuli emerged with Trixie, suspended in a golden glow from her horn, a desolate look on her face. "Commendable bravery, Miss Sparkle," chuckled Inferno, "but I think I win this round."

Twilight glared back, horn sparking with magic. "Let her go, Inferno."

Inferno arched an eyebrow—and then nodded to Lazuli, whose horn went dark as she dropped Trixie unceremoniously on the ground. Twilight started forward, but Applejack held her back—just as a ring of fire sprouted up around the fallen blue unicorn.

"Oh, forget this! Give her back!" shouted Rainbow Dash, and she crouched down, ready to dart into the air—but then the flames sprung up around and over Twilight and her friends, pressing them together with searing heat and roaring fire. Twilight looked up furiously through the blaze as Inferno raised Trixie into the air, a gleaming red glow around her neck.

"As you know, Miss Sparkle," Inferno cackled, "a Nightmare cannot survive without the hatred that nourishes its roots. And Trixie's little Nightmare is hardly over. Now, I know you're a bright little thing, smart as a whip, and the rules of deductive logic say—"

"No more games!" Twilight shouted, and her horn threw wild sparks. "Let her go! Or else—"

"Or else what?" snapped Inferno, and he stepped up next to Trixie with an eager smirk. "Or else you'll strike me down? With what? Friendship?" Trixie flinched as Inferno's flames curled around her; Twilight froze in horror. "Haven't you wondered why the Nightmare has always been there, despite all your efforts to kill it at the source?" The flames closed in; Fluttershy and Rarity squeaked with fear and Twilight clenched her teeth as the sweat began to pour. Inferno turned his eyes with a sneer towards Trixie. "And to think after I turned you into a Nightmare, I still had to finish the job. A great investment that turned out to be."

"Put her down!" Twilight screamed.

Inferno glanced back at Twilight, and then the flames licked at Trixie's hooves. "Well, I suppose I'll just have to take care of it all at once, won't I? Live and learn, as they say."

Trixie's eyes widened in terror as the flames approached. "T-Twilight—"

Twilight's horn flashed to life. "NO!"

The earth shook, the trees rattled, and Inferno's minions screeched as a wave of magic burst out from Twilight Sparkle, washed over the forest, and sent Lazuli and the hooded ponies flying back into the darkness. The Nightmare stopped short, his flames blown away, the forest flooded with pink light gushing out from a lone unicorn at the center of the clearing.

Inferno's eye twitched. "Impossible..."

In the middle of the clearing, sparks flying and light pouring in all directions, Twilight opened her glowing eyes and fixed Nightmare Inferno with a furious look.

"This is your last warning," she said. "Let her go."

Behind her, Twilight's friends watched in mounting astonishment as arcane power circled their friend, the forest shuddered, and Nightmare Inferno watched in disbelief. "Um, Twi," Applejack started, "is this, uh, is this normal?"

Rarity coughed. "I should think not!"

"Wh-What is Twilight doing?" Fluttershy murmured. "It's...it's so frightening—"

"Wait!" Pinkie cried, and the others looked back at her. "Do you girls remember the wedding, when Shining Armor and Princess Cadence did that spell? The one that blew away all the changelings?"

"Yeah," said Rainbow, "the one that—" She stopped short and looked back at Twilight. "Wait, what?!"

Twilight stepped forward, lightning swirling around her horn and tendrils of magic waving in the air. They surged forward and wrenched Trixie from Inferno's magical grip; Twilight levitated the blue unicorn over to her friends and fixed her eyes on the black pony opposite her.

Inferno arched an eyebrow. "Very impressive, Miss Sparkle," he said, and the flames of his mane began to gather around him, "but as deep as your feelings run, my power—"

He lurched back and deflected a blinding blast from Twilight's horn. "Shut up," snapped the purple unicorn. Inferno looked back in surprise—at the glowing unicorn and the increasingly erratic swirls of light gathering around her. "You don't know Trixie at all. I do. And I know that she doesn't want this false power you gave her. I know that there's good in her. I know there's a pony in there who deserves to be happy—and I'm going to make her happy." The sparks and swirls of light flashed around her horn. "And the first step is putting an end to you."

Inferno watched it all with a stony look, and then he arched an eyebrow and smirked. "Very well then." He took an elegant bow with his wings and a sweep of his mane. "You want your magic back, Trixie? You think you've rejected this Nightmare? Then come find me, in the catacombs beneath Canterlot—and we'll see just how far your newfound forgiveness extends."

"What the hay are you talkin' about?!" Applejack cried—

And then Inferno disappeared in a whirling plume of fire.

Everyone stared for a moment at the ring of smoldering embers that Inferno had left behind, before Trixie buried her face in her hooves and sobbed. Twilight blinked once; the light went out, the forest went dark again; Twilight's friends went silent as the fountainhead of mystical power disappeared and all that was left was their Twilight, rushing over to Trixie and throwing her forelegs around the blue unicorn.

"Are you okay? Did he hurt you?"

"Twilight, dear," Rarity spluttered, "what on earth was that?! I've never seen magic like that!"

"Was that the guy who came after ya in Canterlot?" added Applejack.

"Princess Celestia said there was another Nightmare on the loose besides Nightmare Storm," Twilight said quickly, "and that was him."

Rainbow connected the dots and whirled around on Trixie. "And _you_ were working for him?!"

"Rainbow, shut up!" Twilight snapped. Rainbow stopped short in disbelief; the air crackled with tension. But Twilight turned her attention back towards Trixie, and Fluttershy drifted over to rub the blue unicorn's shoulders soothingly.

"Just, just make this all stop," Trixie groaned. "My magic is gone and my parents are dead and this Nightmare won't go away and all I can do is sit here and cry!" She buried her face in Twilight's chest. "My parents were right after all..."

"Wha—what do your parents have to do with this?" Twilight sputtered.

"Look at me!" Trixie cried. "All I can do is sit here! I can't do magic anymore! I can't get rid of this stupid Nightmare! I can hardly even walk!"

"B-But your legs are healing—" Fluttershy spoke up.

"They were right to leave me, weren't they?" Trixie snarled. "Look at me now!"

"Trixie, I thought your parents gave you up because they couldn't afford to raise you," Twilight interrupted. "What do you mean they were right?"

Trixie scrubbed away the tears. "You want to know the truth? Fine!" She screwed her eyes shut. "My parents were performers just like me, but they really were poor, and they wanted a powerful unicorn foal who could do amazing magic to bring in more money. So they had me, but," she choked back another sob, "but I _wasn't_ that powerful unicorn foal! I wasn't good enough!"

A somber silence descended over Twilight and her friends. "They...gave you up for disappointing them?" Rarity murmured.

"Yes!" wailed Trixie. "For _disappointing_ them!" She shook her head. "Yes, go ahead, laugh, all of you! When I tried to take on that Ursa, that was just the best I could do! So go ahead and laugh at me!"

"We're not gonna do that!" Pinkie exclaimed. "That would be mean—"

"So you wonder why I turned into a Nightmare?" Trixie went on, eyes blazing. "_That's_ why! I ran into the Everfree Forest with _nothing_—not even my own identity! Everything I did to stop that monster came up short! And, and..." She swallowed another sob. "And then..."

"And then Seesaw came into the picture?" Twilight asked quietly.

Trixie nodded painfully. "He...he was, well, we dated a little while in Canterlot." She rubbed her face again. "He was cute and charming and funny and I couldn't really help it. But I wanted to move on and travel and see the world, and he didn't, so we went our separate ways. And then," the flash of anger appeared in her eyes again, "and then in Everfree, I met him again, and I told him what happened, and he fed all my anger and hatred, and he helped transform me into Nightmare Storm. And he sent me to go have my revenge. On you."

"Wait," Rainbow said, "so you really were working with him?"

"Not now, sugarcube," Applejack warned.

"H-He gave me power," Trixie sniffled, "and...and I lost anyways." She shook her head. "Even with a Nightmare's power I still couldn't beat you. And now look at me," the tears started flowing again, "even though I've tried to kill you over and over again, you still keep coming back here to help me, and you still keep trying to make me happy." She wiped away more tears and squeezed her eyes shut. "And you went to Canterlot to find out what happened to my parents, and you stayed with me the whole night when I couldn't take it, and you protected me from the princess and from all your friends," she waved a hoof at the others and sent a shockwave of guilt throughout the clearing, "and now you're promising to bring back my magic. A-And you've showed me kindness I've never known before, and..." She rubbed her eyes. "So I can't even count on that, can I?"

"Trixie..."

"So look at me now," she groaned. "I'm a wreck. I can't walk, I can't do magic, I'm just a puppet dancing on someone else's strings. And now..." The tears started flowing once more and her words descended into incoherence. "Now they were right to give me up." She sobbed again. "Now I don't know what to do..."

Twilight pulled Trixie close and looked straight into her eyes, stopping the tears. "No, Trixie, they weren't."

"H-How do you even know that?" Trixie wailed.

"I know that because you were strong enough to _stop_ the Nightmare, when I got home from Canterlot and just now," Twilight said. She swallowed hard and ignored the way she trembled, with Trixie this close and her friends all around, shocked into silence. "I'm not doing all this because I want to look good for the princess, I'm doing it because I want to help you. Because I want you to be my," she caught herself just in time, "my friend. And I promise you, Trixie, that I'm going to stay with you—even if no one else will. Because—" she swallowed the growing lump in her throat— "because neither of us wants to be alone."

Silence reigned for a moment in the clearing—before Trixie reached up, tears still in her eyes, pulled Twilight close, and kissed her.

—


	12. Chapter 12: Uncharted

Nightmares

—

Chapter 12: Uncharted

—

It seemed even the crickets had gone silent as Trixie pulled away from Twilight, buried her face in the purple unicorn's chest, and sobbed. Twilight did nothing, shocked into speechlessness. Around the clearing, no one else moved. Rainbow Dash finally managed to blink. "Did I...did I just see what I thought I saw?"

"If you saw Trixie plant a big ol' smooch right on Twilight's lips, then yes indeedy!" Pinkie chirped. "Ooh! This means I need to throw a 'Twilight Has a Girlfriend' Party!"

Applejack immediately stuffed a hoof in Pinkie's mouth. Fluttershy backed away awkwardly. "Um, I'll just, uh, well, I'll just, you know, leave you two alone...to, um...to talk?"

Twilight made no indication that the words had registered as her friends slowly backed away, and left her with a sobbing blue unicorn.

At the edge of the clearing, Spike immediately buried his face in his hands. "Oh, great, now they're gonna be _impossible_ to live with."

"Oh, Spike, don't be ridiculous," Rarity said with a laugh she deeply hoped didn't sound too nervous, "I wouldn't make too much of that. One little kiss in the throes of passion doesn't mean much—"

"Didn't we just have a conversation about this, like, two hours ago?" Applejack spoke up.

Rarity pouted. "Fine. Well, I guess now we're just going to have to get over it, aren't we?"

Fluttershy frowned and fidgeted. "Um, well, if this all makes Twilight happy, I don't see why we should be so upset about it."

Rainbow whirled around in disbelief. "Y-You think Trixie is going to make her _happy?_ Am I the only one who remembers what a giant boastful tool she was?"

"No, darling, you're not," Rarity sighed, "but if this is how it's going to be—"

Everyone went silent as Spike hopped up onto a tree trunk with an irritated look on his face. "Okay, look, I'm tired and I wanna go to bed, so I'm gonna make this quick." He crossed his arms. "I know better than anyone that Trixie is a pain in the neck. But all of you know that Twilight wants to be with her. And apparently Trixie does too. So if that's what it takes to make them both happy, well, whatever, I'll just learn to live with it." He frowned. "And since you're all Twilight's friends, I hope you do too. Okay? Cool." He gave them all a thumbs-up. "Glad we had this talk. I'm going to bed." And with that he hopped off the tree trunk and plopped down on the ground with a sigh.

No one said anything else as they stood back and watched Trixie and Twilight in the clearing.

—

It was another half an hour before Trixie managed to stop crying and just fall asleep, allowing Twilight to lift her up and carry her back home. And Twilight could hardly blame her. It was another exhausting night—and Twilight herself felt completely drained as she staggered into her own bed.

And sleep wasn't going to come anytime soon, because now her head was pulsing with so many thoughts and feelings it was hopeless to make sense of it all. When she thought back to what had just happened, all she could think of was the soothing warmth of Trixie's lips against hers and the thrilling rush of the feeling that this was what it had been like for Shining Armor and Princess Cadence—this was what it was like to be in love, and to be loved.

And none of that made any sense at all. The rest of Twilight Sparkle, logical, rational, ever-knowledge-seeking, had been knocked back on her heels, but it would not be shut out while her heart giggled like an idiot and turned her brain into mush at the memory of Trixie's kiss. Because none of this even made sense. Surely if she really was falling in love with Trixie, she would have recognized it sooner. Surely she would know why she felt this way in the first place. The books—like those trashy romance novels Rarity liked so much—all seemed to think it was just a mystical sort of..._occurrence_, impossible to explain or predict, and all you could do was be swept along by its irresistible tide. And Twilight couldn't stand that. There had to be some explanation.

She screwed her eyes shut and thought back to the last time she'd thought about being in love. That had been after her brother's wedding, and for a while it had gnawed on her a bit, wondering what it was like to have those feelings—and to be the object of those feelings. And, well, now she knew, and it was a crazy and dizzying experience.

To be the object of those feelings. She turned her thoughts towards Trixie—and only with great effort managed to get past the giddy memory of her kiss. Because that was something that also made no sense. It wasn't that long ago that Trixie hated her guts—and if she still couldn't do magic, then that must mean the Nightmare was still around, and _that_ meant there was still something in Trixie's heart to nourish it. Which meant _nothing_ was making sense now. Did that mean Trixie wanted to be something more? And as soon as she thought of that, her thoughts immediately turned towards what it would be like if Trixie _was_ something more—and that made her face flush red and her brain started to go all mushy again and she could only roll over, groan, and try to get her thoughts under control.

"Stupid feelings," she grumbled, and meant every word. Feelings needed to make more sense.

The princess had told her to try to see things from Trixie's perspective, and so Twilight shut her eyes and tried to do just that. No friends, all alone, with only Twilight there to offer her compassion and company—and so did that mean Trixie had fallen in love with the one pony who seemed to be on her side?

Twilight cringed. If that was true...what did that make her?

—

"So, is it just me," grumbled Razor Edge, "or was that a complete and utter failure?"

Nightmare Inferno stood with his minions deep in the Everfree Forest, flames flickering around the tall black stallion as his hooded followers picked branches and leaves off themselves. Lapis Lazuli watched him carefully, expecting an explosion of fiery rage—but instead it was nothing but stone-faced calm. It baffled her, as surely as Twilight Sparkle's unthinkable explosion of power baffled her. Hadn't their plan been foiled? Weren't they worse off now than they had been before ever setting foot in that blasted library? Had this whole sideshow with Trixie been for naught after all?

Inferno arched an eyebrow at Lazuli's quizzical expression. "What?"

"M-Master, I can't help but think that Razor Edge is right. What good possibly came out of any of this tonight?"

The trees rustled with a breeze, and then a sixth hooded pony landed in front of Inferno with a book under one of her legs. Whiplash threw off her hood and proudly presented her prize to him.

"Well, this, for starters," he chuckled, and hefted it with a puff of magic.

Lazuli looked around the clearing, and for once agreed with their disbelieving stares. "But...I thought we came out here to—"

"Lazuli," Inferno cut her off, with a crackle of his flaming mane, and the tall blue unicorn immediately went silent. "Do you remember that big hullabaloo over the royal wedding a few months ago? Where the changelings invaded Canterlot and all?" Lazuli and the others slowly nodded. "And I'm sure, being such smart ponies, you also remember how that whole mess ended—with a repulsion spell powered beyond all reasonable equine limits to fling the entire army out of Equestria."

More nods ensued, and Lazuli frowned. "But...how was Twilight Sparkle able to conjure up so much power?"

"The same way Princess Cadence and what's-his-name got rid of the changelings," Inferno said with a shrug. "A spell amplified by the arcane power of love."

Silence descended over Inferno's minions, before Pollux finally twitched. "The power of love?" he sputtered. "Seriously?"

"Seriously."

"That is the stupidest thing I've ever heard!"

Inferno whirled around with a roar of fire. "Well, stupid or not, it happened here—and I have no intention of sticking around watching someone try to figure out how to wield a power she never knew she possessed."

Lazuli cringed as something else clicked in her mind. "Then...that means our failure here was even more devastating! If she can access this new font of power—"

"Oh, all of you, get over it," Inferno snapped, and the flames roared up from nowhere to surround the seven shivering ponies. "Opportunities amid obstacles. Isn't that what I'm always telling you? I would indeed like our pesky Element of Magic over there dead as much as the rest of you do, but this plan didn't work—and yet we've still got enough cards to make everything turn out fine."

Barbell stared at him incredulously. "Um, boss, what opportunity could we possibly have here?"

Inferno glowered back. "You'll know soon enough. You and your minions will stay here and keep an eye on our little lovebirds—and you will keep a low profile. And you," he turned towards Lazuli, "are coming with me back to Canterlot. We have some excavating to do."

—

If nothing else, Twilight Sparkle was right about one thing: sleep never came. She spent the rest of the night in a daze. Eventually her brain managed to just wear itself down into incoherent, intermittent bursts of giddiness and gnawing anxiety, punctuated by the occasional semi-conscious doze, and by the time the sun came up the only thing that could keep the exhausted unicorn functioning was a pot of coffee the size of Zecora's cauldron.

Bleary-eyed Spike shoved a plate of oats into her chest once she got downstairs. "Trixie's food."

"Wh-Why can't you bring it to her?" Twilight sputtered.

Spike stared back. "I think you two need to have a little talk." He gestured to the coffee pot. "Besides, I'm hanging out there, where the elixir of life is."

Twilight blanched. "Spike, you are way too young to be drinking coffee."

"I'm way too young to be telling our friends that they need to try to be happy for you too, but hey, who's keeping track?"

"What?" Twilight blinked. "My friends—my friends! They were there too! And—oh no, they saw—"

"Yeah, the look on your face was totally priceless," Spike said with a smirk.

Twilight whimpered. "They're not happy...?"

"One conversation at a time, Twi. I think you should go to talk to Trixie first." He pointed up the stairs. "The rest of us can wait."

Defeated by superior logic, Twilight reluctantly headed upstairs with Trixie's breakfast drifting after her on a cloud of magic. The blue unicorn was already there and immediately sought to avoid Twilight's gaze. The very air itself seemed to go still in awkward anticipation. Twilight grimaced. This was going to be difficult.

"Um," she started intelligently, "how are you feeling, Trixie?"

Trixie glanced at her quickly. "O-Okay."

"That's good..."

Silence descended over them both again. Twilight squirmed as she set the plate down on the nightstand.

"I, um," Trixie began, "I...don't know why I...kissed you last night." Twilight blinked in surprise and her heart began to feel like lead. "I was just...so worked up, and I looked at you and it...well, it felt like the right thing to do, and..."

Twilight blinked away her tears. "Y-You mean you didn't..."

"Well—"

"But—"

They both stopped and almost seemed to sigh simultaneously.

"It's just," Trixie resumed, "I didn't know what else to do. And the things you were saying sounded like...well, like that's what you meant."

"But it _is_ what I meant!" Twilight blurted out, and immediately felt stupid.

"...oh..." Trixie shuffled her hooves—and then she eyed Twilight carefully one more time, before she sat up, groaned, and shook her head. "Oh for heaven's sake, look at me, stumbling over my words like a helpless foal. No wonder I didn't get much sleep last night."

Twilight smiled sheepishly. "You too, huh?"

"Let's make this simple," Trixie said with a sigh. "I...I don't really know how I feel about you, Twilight Sparkle. Because you're still the one that wound up ruining my life, but then you came back and saved my life. And you keep protecting me and showing me compassion and, well, I can't really forget that either."

"But the Nightmare's still there," Twilight added, ears flat, tears welling in her eyes. "So—"

"So I'm all messed up," Trixie said, "and I don't know what to think about you."

She looked back up at Twilight, saw the tears in her eyes, and smiled hesitantly.

"But...I'm willing to give it a shot."

Twilight blinked. "It...?"

"It. You. Us." She rolled her eyes. "Oh, come here, you big dope—" and with that she yanked Twilight close by the mane and kissed her again.

Twilight sputtered incoherently for a moment, her face bright red. "O-Oh. Oh! Okay! I get it!" She smiled brightly. "Well, yes, let's...um..." She blinked again and her smile fell. "Err, what do we do now?"

Trixie tapped her horn. "Get my magic back?"

"Oh! Yes! That! Of course! Yes, yes, we'll figure this out. I can't imagine what it must be like to have to live without your magic. I'll find out what's wrong, and we'll fix it. I promise."

Twilight skipped back to her books with her heart practically beating out of her chest. Somewhere in the back of her mind all those intellectual doubts about the origin and the future of their relationship remained—and the way she'd behaved just now—but right now that was all completely irrelevant. Right now she was in love. And right now...

Right now, she needed to go tell her friends.

—

Princess Celestia had no idea when her most faithful student had gotten so saccharine.

She rolled up the latest letter from Twilight Sparkle and set it on her desk with a sigh. After all these years she'd almost come to look at Twilight as a daughter, and that made a strange maternal sort of possessive streak run through her mind at the thought of her little Twilight getting a marefriend. Of course, it was hardly her business to go prying into that—and besides, once she told Shining Armor about it, he would probably be much better at the "overprotective family member" role anyways.

Sickeningly sweet as her latest missive might have been, the solar princess had not failed to notice the hint of trepidation laced into her student's words. And it was easy to see why; Twilight had openly confessed that she didn't know how she'd up and fallen in love with Trixie, and this whole experience was new to her—and frightening, as it would be to any pony.

Celestia sighed as she stepped out onto her balcony and watched her sun in the morning sky. Ordinarily she would leave this sort of guidance to Twilight's actual mother—but with that Nightmare running around, that moved this little situation from a matter for mother and daughter to a matter of national security. At that, the princess felt a pang of guilt for having let Twilight take this burden onto her shoulders—but then, Twilight Sparkle had never been meant for ordinary things anyways. Ordinary fillies didn't accidentally turn their parents into potted plants.

As for the Nightmare, Twilight did seem confident that it was contained—if confused as to why it was still present in someone who purportedly had sort of perhaps fallen in love with her. At least if the Nightmare was contained, that was potentially one less problem Celestia had to worry about.

The other one, after all, was even more worrisome—because Twilight had dutifully reported Nightmare Inferno's return in her library. After Luna had briefly encountered it in Canterlot, Inferno had seemingly vanished, leaving the Royal Guard in a state of near-panic; then he turned up again in Ponyville, threatening to draw out Nightmare Storm. And he had retreated almost as soon as Twilight's friends had arrived, so obviously he knew that the Elements of Harmony could destroy him—and obviously he had the sense to avoid Twilight and her friends. Celestia had placed the Elements under triple guard just to make sure, but with no idea where he'd gone and no idea what he was plotting, she was at a loss for what to do next. They'd have to burn down all of Equestria to find him—and that was just what he wanted.

Instead, she paused just long enough to send off a quick reply to Twilight. Hopefully her instructions not to pursue Inferno under any circumstances would prove explicit enough for her to get the message.

The day's work was yet to begin, and so Celestia sat down on her balcony, closed her eyes, and focused on the next important task of the day. Her horn began to glow, her wings spread, and sinuous tendrils of magic reached up from the tip and wafted down towards the ground, far below. The very mountain itself creaked and groaned under her touch, but she pushed her way through regardless, sending the curls of light snaking down through the rock until they reached the point of greatest resistance.

It still felt solid and strong, like smooth, polished marble. After almost a thousand years, the barrier still held. And yet even from within that unblemished magical surface, Celestia could feel heat and darkness radiating. The barrier might perhaps be easier to maintain with Luna's help—but that was yet another task she would have to entrust to her sister.

It made her guilty, as she withdrew her magic and opened her eyes again, that she should hesitate at the idea of entrusting something to her sister. It certainly wasn't rational. Luna was back for good and had amply proven herself trustworthy. Nightmare Moon was decidedly a thing of the past. But old wounds healed slowly.

Celestia turned off from the balcony and strode back inside. Another lesson her student would have to learn.

—

Twilight Sparkle blinked in confusion as Rarity extended a hoof with a look of sheer superiority on her face. All of her friends were gathered around the library's table with steaming drinks, and the tension hung in the air like early morning fog.

"Five bits was our wager, ladies," Rarity said—and immediately, Twilight's ears went flat as Fluttershy, Rainbow Dash, Pinkie Pie, and Applejack each begrudgingly deposited five gold coins into Rarity's hoof.

"You _bet_ on it?" Twilight sputtered.

"Darling, please, it's been obvious for _weeks_ that you've taken a fancy to her," Rarity scoffed as she counted her winnings. "The only question was when you were going to tell us. And of course, my keen sense for the romantic mind told me it would be as soon as possible—that is, today."

"Couldn't wait 'til Thursday, could ya, Twi," grumbled Applejack.

"Now now, dearest Applejack, don't be a sore loser."

Twilight's annoyed look faded away. "Spike said you weren't happy..."

The disgruntled looks and smug superiority drained away into nervousness and awkwardness. "It's not that we're not _happy_, darling," Rarity started, "we were just—"

"Surprised," Fluttershy spoke up.

"Unless this is, like, the most epic prank ever pulled in the history of pranking!" Pinkie Pie exploded, complete with a shower of confetti. She paused. "Is it?"

"No!" Twilight wailed. "I know this is weird, girls, but—"

"Heck yeah it's weird," Rainbow Dash muttered.

Twilight frowned. "You really _aren't_ happy?"

Everyone fidgeted for a moment. "Ah'll tell ya plain, Twi," Applejack sighed at last, "ah think Trixie's a git. So if yer crushin' on her, ah reckon it's fair for me to think y'all need yer head looked at." She shrugged. "But ah guess ah can't _stop_ ya, so, y'know, just do yer thing an' try not to get hurt."

Twilight's ears flattened. "That was a ringing endorsement, Applejack."

"Shoot, you would'a known if ah'd lied anyways."

"Wait, I have a question!" Pinkie exclaimed, leaping into the air and waving every limb.

"Down the hall, second door on the left," Twilight said automatically—

"No, not that!" She landed with a _plop_. "There's something here I don't understand!"

Rainbow frowned. "If this is about where foals come from, I am _not_ having that conversation with you again."

"Oh, silly," giggled Pinkie, "everyone knows they're grown in vats in a giant subterranean complex deep underneath Canterlot."

Silence descended over the table as all eyes awkwardly bored into an oblivious Pinkie.

"Okay, so mean old Nightmare Stormy Pants is only there because Trixie really really really really really really hates Twilight, right?" Fluttershy and Twilight hesitantly nodded. "But now Trixie is all, 'oh Twilight, _ma petit choux-fleur_, let us make ze romance!'" and she twirled around the room with her hooves on her shoulders, little red hearts drifting after her and popping.

Twilight pointedly ignored how all the blood in her body seemed to have gone to her face. "Pinkie, you had better be going somewhere with this."

"But it's weird!" Pinkie exclaimed. "'cuz that would mean she hates you _and_ she loves you! At the same time! And, gosh, that's crazy even to _me!_"

"That is rather odd," Rarity agreed.

"And it's why _I'm_ worried," Rainbow Dash said. "Because there's still something in her that wants to hurt you!" She wrinkled her nose. "_And_ 'cuz she's Trixie."

Twilight frowned, and the look on her face sent a bolt of guilt racing across the room. "That's what confuses me too," she said, "because I don't want to think that this is all a lie to get me to let my guard down." She wiped away a tear. "That would be too cruel."

"Well," Fluttershy said with a reassuring smile, "I don't think she's doing that. And I'm very happy for you, Twilight." And with that she took a sip of tea.

The others looked around at each other and practically dared each other to disagree with Fluttershy. "It goes without saying, of course," Rarity said carefully, "that we're thrilled for you and we wish you the greatest happiness—"

"Even if yer taste in mares is terrible," Applejack added.

"But we are still very happy for you, _Applejack_," Rarity growled back, and then put on a smile. "We just don't want you to get hurt."

Pinkie popped up from parts unknown with a mile-wide grin on her face. "I can still throw you a party, right?"

Twilight smiled back dimly. "Thanks, girls."

—

Together, they picked their way through the winding darkness of the caves. The passages snaked their way ever deeper into the mountain, ever further below illustrious Canterlot, with the eerie rock walls lit up by the occasional torch and the flickering flames of Nightmare Inferno's mane and tail. At his side, Lapis Lazuli watched it all, never ceasing to feel some wonder—and some fear. These well-trod paths, tunnels with high ceilings and twisting paths liberally dotted with torches, were more than just abandoned quarries. This was a labor of centuries.

She glanced guiltily at Inferno. "Master," she said, "I must confess I'm not sure how you can stay so optimistic."

"And why's that?"

"We've tried to kill Twilight Sparkle twice now and failed both times," Lazuli said, "and now our other Nightmare is slipping away from us. Now our advantages of surprise and anonymity are gone. And we are still no closer to finding a way down into the darkest depths of this volcano." She pursed her lips. "We are running out of time."

Inferno arched an eyebrow. "Time, you say?"

"Yes, master."

The black stallion chuckled. "I guess you could say that. Oh Lazzie, what am I going to do with you...?"

Lazuli bowed her head. "I apologize, master—"

"No no, I have a better idea." He stepped in front of her and the flames of Nightmare Inferno's magic began to swell around them both. Lazuli looked around in mounting fear. "See, this work of mine has been guided all along by what you might call a voice. A voice from deep within the mountain. A voice that has called to me for hundreds of years." Red sparks began to fly from his horn as he bent his head down towards Lazuli; their horns touched and the blue unicorn gasped as a jolt of magic went racing down her spine.

Her eyes went wide as something else exploded into her mind—a rumbling, an angry, dull roar from far below their hooves. Something down there filling her mind with every ounce of its straining, furious will. Something down there that was trapped—and wanted out.

"And now," Inferno said with a grin, "you can hear it too."

"M-Master," she stammered, "is this—?"

"It's him." He turned around, the flames went out, and Lazuli struggled to stay on her trembling hooves. "I've heard him calling to me for centuries now. Demanding his freedom. Demanding _revenge_. And I can understand a feeling like that."

Lazuli took a moment to compose herself, her heart still racing. "B-But that doesn't...Twilight Sparkle and her friends—the Elements—they could still—"

"Oh yes, they certainly could," Inferno agreed with a shrug. "Of course, they'll first have to unravel my plan, then they'll have to find me, and _then_ they'll have to stop me. And I've been at this for far too long to be stopped by the ol' Elements of Harmony. Not when we're this close. And not when I've got _this_."

From nowhere materialized in a puff of flame a book—the same book they'd taken from Twilight Sparkle's library. Lazuli peered at it for a moment and then blinked in disbelief.

"A...geological survey?"

"Not just any geological survey," chastised Inferno. "A survey of this very mountain. Its caverns, its quarries, its passages. The most complete known record of the subterranean passages beneath Canterlot."

Lazuli blinked again. "What on earth was that doing in a little village library?"

"Oh, Lazzie...where's the first place you'd think to look for the most extensive map in existence of all of Canterlot's darkest secrets?"

"C-Canterlot..."

"Precisely." He flipped it open and scanned through the pages. "Celestia's magic may too powerful to penetrate outright, but fortunately for us, she's not omniscient." He swept a wing over the blushing Lazuli. "Come on, Lazuli, we've got some exploring to do."

—

If there was one good thing to all of this, it was that a frazzled, love-struck Twilight Sparkle was much more generous with the gems than usual—which was precisely why Spike was munching on a hunk of jasper the size of his fist.

It was soothing, to an extent, but it only papered over the troubles churning in the back of his mind. At the end of the day, he was happy if Twilight was happy, and if Twilight was happy with Trixie, well, Spike would forever be confused about that but he would just learn to live with it. Spike had learned to roll with most of the punches Twilight had sent his way—you didn't get to be "number one assistant" if you didn't—and although this one was way bigger than usual, well, he could work with it. Maybe Trixie wouldn't be so bad either. And hopefully neither of them would be all cutesy and mushy and annoying, because that was where Spike drew the line.

On the other hoof, it was kind of troubling that Twilight's friends were so uneasy about the whole idea. Pinkie was obviously on board with any conceivable excuse to throw a party, and Fluttershy was probably physically unable to be unhappy about one of her friends finding love. But Rainbow Dash, Applejack, and his beloved Rarity were an entirely different story—and one that set Spike's teeth on edge.

Eventually they would all get used to it. He'd gotten used to Trixie, eventually. They would too. If Trixie really did share Twilight's feelings, then she'd have to make some sacrifices of her own to make this whole thing work—like not being such a giant jerk—but then again, Trixie had fought down the Nightmare twice for Twilight's sake, so maybe she was serious too. And either way, Twilight had mentioned before that she wanted someone around to talk about magic with—and even if nobody was ever going to be as interested in the thousands of different ways one could magically levitate a rock as Twilight Sparkle, at least she would have that. Spike could hardly begrudge her that.

But they'd have to get there first. Spike sighed and popped another chunk of jasper into his mouth. That was the hard part.

—

It wasn't every day that Princess Celestia paid a visit to Twilight Sparkle's humble library and sent the purple unicorn into a panic with her mere unannounced presence. Eventually Twilight managed to calm herself down enough to listen as Celestia soothingly laid a wing over her.

"Awfully jumpy tonight, my faithful student," she said with a reassuring smile. "Is something wrong?"

"N-No, it's just, I wasn't expecting you to show up—"

"That's how an unannounced visit works, Twilight." The princess led them both to the library's main table. "After I read your last letter, I felt a visit might be in order."

"W-Why?"

"Well, first of all, to congratulate you," Celestia said, and gave Twilight a tender hug. "When I sent you here, I was only expecting you to make some friends, not to fall in love—but now that you have, I'm thrilled for you. A whole new dimension of happiness awaits you."

Twilight's ears went flat. "I wish my friends felt the same way."

"They don't approve?"

"They're...confused. And kind of freaked out, I think." Twilight frowned and cast her eyes towards the floor. "And so am I, to be honest. I...don't know where all these feelings came from." She shook her head. "I didn't see this coming at all."

Celestia smiled knowingly. "No one ever does."

"And I don't understand how the Nightmare can still be there," Twilight went on, and Celestia's smile faded. "If it depends on hatred to survive, then what does it mean if Trixie acts like she loves me?" Twilight looked up at her mentor with tears in her eyes. "Does it mean she's lying?"

Celestia brushed her student's tears away with her wing. "Oh, Twilight, you already forgot what happened when Inferno tried to bring the Nightmare back up. Would Trixie have resisted him if she were just lying?"

"Then I don't understand, princess."

"Of course." Celestia pulled her faithful student close. "Emotions are complicated, Twilight, and contradictory ones can exist in the same heart at the same time. Even emotions as powerful as love and hate. You've read the history of the Nightmares; you should understand now why so many of them began life as spurned lovers." She tilted Twilight's chin up to meet her gaze. "But if love is in the mix, then obviously all is not lost. You must only remember to nurture it."

"I know," Twilight said, "but, it's just, I've never felt this way before, and I don't know how this happened. I mean, it wasn't that long ago that she was glaring daggers at me."

Celestia seemed to find that particularly amusing. "Well, that was before the events of the past few days, wasn't it?" Twilight nodded slowly. "Then it seems you've nothing to worry about, my faithful student."

Twilight frowned at the floor. "I guess I just wish I could tell what was going on in her head, so I'd know."

Celestia rose to her feet with a majestic sweep of her wings. "On which note," she said, "that brings me to the other reason why I came here. Trixie is upstairs?" Twilight nodded again. "Good. I must be undisturbed until I come back down here."

Twilight tried not to go into a panic until at least her mentor had gotten up the stairs. It didn't help that Celestia's advice was essentially to just stop thinking so hard about it. The day Twilight Sparkle stopped thinking was the day the earth stood still. And if she was going to go venturing into a vast and mysterious world of emotions about which she knew nothing, then she was loath to leave behind her intellect—the one thing that could help her through all this.

Nonetheless, on the castle balcony seemingly a lifetime ago, Celestia had told her to never give up on trying to see things from Trixie's perspective. And bizarre as it felt now, with all these crazy emotions fouling up the calculations, she tried to do just that—hampered by the lack of certainty she felt as to what was going on inside Trixie's head, but determined all the same to make it work.

So what was Trixie? A pony without friends, trapped, all alone, faced with a power she had once embraced that now threatened to destroy her. And yet Twilight had shown her kindness and compassion, the likes of which she might not have seen from anyone else. And so she...fell in love?

Twilight shuddered. The whole thing made her feel profoundly creepy. And yet she _knew_ she wasn't trying to take advantage of Trixie's vulnerability. She knew her own sincerity. Did Trixie?

The thought was too much to bear. Twilight slumped against the table and moaned in frustration. Maybe it made sense if Trixie really had fallen for her, but not the other way around. She had never expected this. It hadn't even occurred to her that it might be possible.

On the other hoof, there were the princess's other words to consider—to take this relationship and nurture it. And so she thought of that—what it might mean, what it would be like to actually be dating somepony. And that...was just a big blank. She had nothing. She glanced around the library forlornly. There were books here about how to get somepony to fall in love with you, but nothing here to tell you what to do after you did. And even Twilight wasn't so desperate as to think that Rarity's romance novels would be of any help.

It was another half hour of pointless fretting before Princess Celestia descended the steps, her snow-white hide practically aglow in the flickering candlelight. "My work here is done, Twilight," she said with a bow of her head and a smile. "Trixie is already asleep. Good night."

Princess Celestia headed out to the balcony and took to the air, and that left Twilight with nothing to do but crawl into bed for a fitful night's sleep. For such a happy emotion, love sure was causing her a lot of stress.

—

"Back already?" asked a surprised Princess Luna as the solar sister alighted on the balcony of Canterlot's castle. "Surely Twilight Sparkle needs a longer lecture on the delicate nature of love than _that_."

"Most likely," agreed Celestia with a smile, "but someone else will have to deliver it. Someone like her mother."

Luna glanced off in the direction of Ponyville, worry evident on her face. "And the Nightmare?"

"If you mean Nightmare Storm, that one is contained," Celestia said. "Trixie was only as cooperative as she had to be not to annoy me, but between the suppression spell and Trixie's own emotional conflicts, there is little for Nightmare Storm to do but wait for her next opportunity." She frowned. "And as for the other...?"

"The Royal Guard reports that it has lost Nightmare Inferno's scent," Luna said with a sullen look. "He could be anywhere in Equestria."

"And the search in the underground caverns?"

"Fruitless. Shining Armor himself spent the better part of the day exploring the caves personally and found nothing but bones."

Celestia nodded. "Very well."

Luna cleared her throat as Celestia brushed past her towards the door. "How is Twilight faring?"

At that, Celestia had to smile. "Oh, just as we expected."

"How troubling."

"Twilight will be alright," Celestia said, "although I cannot say how her relationship with Trixie will go."

Luna frowned. "Does she not share Twilight's feelings?"

Celestia headed inside. "We will see, Luna."

—


	13. Chapter 13: Rift

Nightmares

—

Chapter 13: Rift

—

It was another week before Trixie was finally able to start walking around. Twilight Sparkle was thrilled—not in the least because it meant Trixie could come get her own blasted breakfast now—but more importantly, because it meant that she could be more active and social than was really possible holed up in a bed. And hopefully being able to move around would make her less grouchy.

Fluttershy left with evident delight that her charge had for the most part completely healed, and Twilight watched her go with a smile. It was just as well she'd had Fluttershy's help, because she knew she had no bedside manner to speak of, and the thought of trying to get Trixie to cooperate for calisthenics without the use of Fluttershy's terrifying otherworldly Stare was a daunting one at any rate.

Even then, Trixie had refused to leave the library, and she made a point of hiding somewhere else when visitors showed up. Instead, the day saw Twilight once again finding the blue unicorn at the window, staring thoughtfully towards the horizon, her expression unreadable.

"Is something wrong, Trixie?" she asked.

Trixie glanced back diffidently. "Nothing."

"It doesn't look like nothing's wrong."

"Well nothing _is_ wrong." She turned around resolutely with an annoyed look on her face. "And that's that."

Twilight frowned but decided not to push her luck. "Okay, well, anyway, I was going to bring over a friend of mine to see if maybe we can't find out what's wrong with your magic. She's a zebra who lives out in Everfree."

Trixie blinked. "A zebra who lives out in Everfree?" Twilight nodded, and Trixie could only shake her head. "This town gets weirder and weirder by the day."

"Oh, you don't know the half of it," Twilight chuckled. "Anyways, she's a master of potions and fixing ailments, so if she can't figure it out, I don't know who can."

"How encouraging."

Twilight stepped closer and nuzzled the other unicorn. "If Zecora can't figure it out, then we'll go to the princesses. But I _will_ get your magic back, Trixie. I promise."

Trixie was silent for a moment. "I know," she said at last.

Leaving a resigned Spike in charge of the library, Twilight set out under the morning sun for the Everfree Forest. The last time she'd headed for Zecora's hut had been the start of this whole drama—but then, she'd also eventually scored a marefriend out of the whole deal, so maybe it wasn't so bad after all.

For her, at least.

—

Another cloud split apart as Rainbow Dash plunged straight through it, then pulled up hard and lanced up into the next one. Breaking up clouds was still a good stress-busting pastime, but nothing quite beat complaining—or having someone to complain to. Unfortunately, today she didn't have Fluttershy around, and Applejack was actually busy and had kicked her off the farm and had made herself unavailable to be picked on—so that left Whiplash. And Rainbow Dash wasn't about to share her deepest darkest secrets with Whiplash. So breaking up clouds would just have to do.

Speaking of which, the demented pegasus rocketed down through another cloud up ahead and then veered left and dove into an even bigger formation. Rainbow landed gently and watched the other pegasus punch holes in the cloud with her own body—and then she dove into the center of the formation and started up a whirling series of tight circles that flung the entire thing apart.

And then Whiplash came to a stop in front of Rainbow's cloud with a triumphant smile.

"Yeah, that was pretty nuts," Rainbow said with an approving smirk. "Surprised you haven't scrambled your brains doing that."

"Oh, it'll take more than that to scramble _my_ brains!" laughed Whiplash as she knocked her hoof against her head and produced a suspiciously hollow sound.

"Right...well, anyway, thanks for covering Thunder Lane's shift." Rainbow glared down towards the ground. "'Flu' my tail, he's probably off flirting with Flitter again or something."

"Wow, you sound super-jealous!" Whiplash giggled. Rainbow looked back up sharply and tried not to think about how her face had just turned red.

"Please! Like I need a mate. Slow me down, that's what they'd do." She took to the air and swatted the cloud beneath her with her tail for emphasis. "No way, you want a piece of the Dash, you gotta keep up with her. And no one's gonna do that."

"If you say so," Whiplash sang, and absently did a loop in midair.

"I do say so," Rainbow said with a pout, "and you know what else I say? I say we're done talking about this."

"You're the boss!"

"Darn straight I'm the boss." She crossed her arms and immediately felt her train of thought go off the rails. "So, um...yeah." She glanced back over Ponyville towards her house, which was slowly drifting southwest. That was what made cloud houses kind of a pain to deal with. They had a nasty tendency to drift, and if you weren't careful you might wake up the next morning in the middle of the desert or whatever. "So, uh, I don't think I've seen you around Ponyville much, actually," she went on. "Where do you live anyway?"

Whiplash looked around with sudden, strange nervousness. "Oh, y'know, um, around," she stammered.

"Around," Rainbow said skeptically. "Uh, Whiplash, seriously, if you've got a problem you can tell me about it. I'm not gonna kick you off the weather team or anything. Is everything okay?"

"Yes! Everything's fine! All good! Okay!"

"You sound like a filly caught with her hoof in the cookie jar."

"No ma'am, no cookies for me!"

Rainbow stared back, eyebrow arched dubiously. "If you say so." She shrugged. "Your shift is over, so you're free to go—"

"Okey dokey! Bye Rainbow Dash!" Whiplash cried, and stayed still long enough for a sharp salute before she rocketed off into the sky. Rainbow watched her go with a frown.

—

It remained a mystery of the universe where Pinkie Pie got all that energy. Rarity had only stopped at Sugarcube Corner for a slice of cake—a richly deserved reward for completing yet another mammoth order in record time—but instead she stood by the counter and watched as Pinkie filled orders of her own, greeted patrons, and darted around the room like a balloon with the air let out. She disappeared behind the counter in a pink blur—and then rematerialized a moment later with a plate in tow.

"Here we go! One Manehattan-style strawberry cheesecake, made to order!"

"Thank you, darling," Rarity sighed, and made her way to an empty table. Pinkie plopped down in the opposite seat, still grinning.

"So what's up? Didja finish that big order?"

"Indeed!" She took an appreciative bite and nearly melted in delight at the taste. Irony of ironies, the best Manehattan-style cheesecake she'd ever had was in a little town miles away from Manehattan. "Things have finally slowed down here enough to where I can get some work done." She paused. "Which reminds me...I've been busy with work, so you haven't seen Twilight lately, have you? I wonder how she and Trixie are doing."

Pinkie shook her head. "The last time I saw her was when we were at her place and you won five bits from all of us!"

"Oh yes, that," Rarity thought back with a grin.

"Anyways it's still all weird," Pinkie said. "'cuz all Rainbow Dash ever does is brood and break up clouds and pick on Applejack, and then Applejack gets mad and throws overripe apples at her, and then Fluttershy is busy with her animals and with helping Twilight take care of Trixie, and you had the dresses to make, and," she sighed, "it's all still weird."

Rarity frowned and looked down at her cake, suddenly not feeling quite so hungry anymore. "So I suppose Rainbow Dash still isn't very happy about this?"

"I guess not," Pinkie mumbled.

"Well, I will talk to her, then," Rarity said with a resolute nod. "Don't you worry, darling. Eventually everything will go back to normal."

"You think so?" Pinkie asked.

"I know so. Twilight is just caught up in the novelty of being in love. Eventually she'll want to spend time with us again." She shrugged. "And besides, maybe she'll make Trixie more tolerable too."

Pinkie seemed to cheer up. "Hey, that's right," she said, "and when that happens then we'll have to have—"

"A party?"

"_A PARTY!_"

"Capital idea, darling," Rarity said, punctuating with a stab of her fork—and as Pinkie bounced away victoriously, she let a frown cross her face. "I hope..."

—

"A curious ailment resides in your soul," Zecora said, as candles burned, fumes swirled in the air, and Trixie and Twilight both began to get lightheaded in the upper floor of Twilgiht's library. "To heal it, this pony must once more be whole."

Trixie glared over at Twilight. "Meaning...?"

Twilight coughed. "Does that mean the Nightmare really is interfering with her magic, Zecora?"

The zebra nodded and then tilted Trixie's chin up and stared thoughtfully into her eyes; Trixie squirmed under her gaze. "Two minds in one body cannot long exist. You must purge that on which the Nightmare subsists."

Trixie rolled her eyes. "Yes, yes, as Twilight has said a thousand times—"

"Speaking of which, time is not on your side," Zecora interrupted pointedly, "for suppression spells won't always keep it inside."

Twilight's ears went flat. "I was afraid they'd start wearing off. Is there anything you can do?"

"Potions and herbs are the tools of my art," answered Zecora, "but Trixie's dilemma's an affair of the heart. But the Nightmare's control is as clear as the sun," she looked back at Trixie, "so to regain your magic, it must be undone."

"Well that certainly was helpful," grumbled Trixie—and a moment later Zecora grabbed her by the chin again.

"A little more gratitude you'd do well to acquire," the zebra growled, "lest your attitude make your situation more dire."

"Trixie, don't fight with Zecora, please," Twilight groaned. "She's just trying to help."

Trixie wrenched herself from Zecora's grasp. "Fine. Whatever. What now?"

"Purge the Nightmare, or all will be lost," the zebra said with an air of finality, "and from you it will claim a terrible cost."

Trixie's cooperation apparently reached its maximum capacity as she stomped off to pout, and Twilight instead led Zecora to the door. "Thank you for coming over, Zecora," she said quietly. "I know Trixie was cranky, but, well, she can't do magic and it means a lot to her, and, you know..."

"I am happy as always to help friends in need," Zecora replied with an enigmatic smile, "and I'm hopeful, as well, that your love will succeed."

Twilight blushed. "O-Oh! Thank you—"

"But a word of advice between friends, I should add," the zebra added with a look of concern. "Chasing love at the expense of all else is mad."

Zecora bowed her head and took her leave, and left those words ringing in Twilight's ears. At that, her ears went flat. Everyone looked at this blossoming relationship and thought it was crazy, that Trixie was awful, that it was doomed to fail. Couldn't anyone just be happy for her?

She went back upstairs and found Trixie brooding on the bed, staring out at the horizon again. "Is there any reason why she kept talking in rhyme?" the blue unicorn grumbled.

"Y'know, I never asked her about that—"

"Well anyways," Trixie went on, "that was useless."

"No it wasn't." Twilight sat down next to her. "We eliminated a bunch of other possibilities—"

"And filled our lungs with incense, yes," Trixie added.

"—so the next thing we'll do is write to the princesses and see what else we can try," Twilight continued. "But she is right that it's stuff _you'll_ have to do. Not stuff I can help you with."

Trixie sighed and her grumpy expression softened as she slumped down onto the bed. "I thought giving you a shot as my partner would've gotten rid of this thing," she sighed.

Twilight pulled her close. "I know. But we've still got options. I promised you I'd get your magic back."

"That's true..."

—

Long after sundown, Twilight Sparkle finally stretched and decided to give up for the night. Copious research of the _Codex_ pages and assorted magical ailments had yielded no hints as to how to restore Trixie's magic—not without purging the Nightmare, at any rate. And that was something Twilight had no idea how to help. Nightmare Inferno had an answer, perhaps. But the princess's order on that front was clear, and it frustrated Twilight to no end to think that she had to leave that route unexplored.

She poked her head into what had rapidly become Trixie's bedroom to check on the blue unicorn, and to her surprise found Trixie sitting up in bed, bleary-eyed and exhausted. "Trixie? Are you alright?"

Trixie arched an eyebrow. "Do I _look_ alright?"

Twilight came to a stop next to her. "What's wrong?" Her heart began to sink at the thought of yet another problem to overcome.

"My sleep," Trixie sighed, and rubbed her eyes tiredly. "Bad dreams. Always something haunting me."

Twilight put a foreleg around her. "I wish I could help...I think the only thing we can do now is talk to the princesses about it."

"I suppose." Trixie glanced out the window, into the night sky. "I can't do much of anything without my magic, y'know."

"I know, I know. We'll get it back."

Trixie settled into Twilight's embrace. "I was going to move on to Los Pegasus after I did the show here. I always wanted to see it, even if I couldn't actually get up there."

"Err, actually," Twilight said with a smile, "I _could_ get you up there if you wanted. I have a spell that lets Earth ponies and unicorns walk on clouds."

Trixie stared back at the purple unicorn for a moment. "Where the heck did you get—oh right, Princess Celestia's student." She shook her head. "Well, once I get my magic back, I'm taking that spell and I'm going wherever I want." She shifted uncomfortably. "Los Pegasus, Manehattan, Vanhoover...everywhere."

Twilight frowned. "You're not staying here?"

"Of course not. What's there to see here?" She paused and then cringed at Twilight's hurt expression. "Err, besides you."

"Well," Twilight said, pushing down the sting, "there's the Everfree Forest—"

"I think I'm well acquainted enough with _that_," snorted Trixie.

"Um, the ruins—"

"Archaeology is not my thing, bookworm."

"There's...um..." Twilight's ears went flat. "Well, I guess I really am the only thing you'd be interested in here in Ponyville, huh."

Trixie smirked. "Well, you could always come along. The Great and Powerful Trixie would see no harm in an understudy."

"But I'd be away from all my friends..."

"They'll still be here when you get back."

Twilight tried to imagine herself on the road with Trixie—even, heaven forbid, as part of her magic show. It was nearly inconceivable. Marching around with a wagon under the hot summer sun, moving to a different town every day or two, hiking up and down mountains and through deserts, separated from her books and her friends...

"Well," Trixie grumbled, "I guess this is all pointless if I can't get my magic back."

"We _will_ get your magic back, Trixie. I promise."

"I know."

They settled into an uncomfortable silence. Twilight studied Trixie's face carefully, but the blue unicorn's expression was unreadable—and Twilight's heart ached to think that she might be serious about never staying in Ponyville. If that were the case, then what would happen to them?

Constantly on the road, separated from her friends, unable to study, no longer as Princess Celestia's student researching the magic of friendship...how could she live like that? How could Trixie ask her to live that way?

"Does that mean you'd leave me?" Twilight asked, trying not to cry.

Trixie noticed her tears and gave her a quick nuzzle, but said nothing.

—

It took Rarity a week after her conversation with Pinkie Pie to finally corner Rainbow Dash for a talk. It was intolerable, but Rarity supposed it was also inevitable, what with Rainbow Dash's pesky ability to fly and all.

Nevertheless, Rarity was nothing if not resourceful, and that was where Twilight Sparkle came in—or rather, the book from which Twilight had drawn the spell to give her those beautiful butterfly wings, and that handy spell for walking on clouds.

And so it was that Rarity simply flew up to Rainbow Dash's cloud house as the sun set on yet another day and waited for her to show up. Rainbow Dash landed softly on one of the clouds by the door and blinked in absolute confusion at Rarity, resplendent wings and all.

"Well," she said, "this is new."

"Beautiful, aren't they?" Rarity said with a flutter. "But alas, we'll have to get down to business. You see, the other day I had a lovely conversation with Pinkie Pie."

"And you're up here to tell me about it...why?"

"Well, about this whole ordeal with Twilight and Trixie—"

Rainbow Dash tensed up. "Y'know, I keep trying to just ignore it and pretend it'll go away, and it doesn't help when everyone else keeps wanting to talk about it."

Rarity arched an eyebrow. "That's not how it works, darling."

"I guess not," Rainbow agreed, and slumped down with a sigh. "I just want things to go back to the way they were before this whole thing got started. When Twilight wasn't so impatient with all of us and Trixie wasn't around and all."

Rarity sat down next to the moping pegasus and offered a gentle hug. "I know, dear. Everything _has_ been rather strange these days. And we haven't see much of Twilight lately either." She smiled knowingly. "I suppose the novelty of being in love hasn't worn off yet."

"Ugh," groaned Rainbow, "don't even remind me. I still can't believe that actually happened."

"Oh, Rainbow Dash, are you really so against them?" She grinned maliciously and sent a shiver of horror down Rainbow's spine. "You're not _jealous_, are you?"

Rainbow frowned back. "Oh, come on! Why does everypony think I'm jealous? Yeah, sure, fine, I'm just mad because I was secretly in love with Twilight the whole time and Trixie swept in and stole her and I can never forgive her for depriving me of my one true love. Whatever." She rolled her eyes as Rarity seemed to droop in disappointment. "Sorry, no juicy romance for you to gush over here."

"Must you always crush my hopes?" sighed Rarity. "Well, if you aren't part of a jilted love triangle, then what exactly _is_ the problem? You're not still mad about—"

"No, I'm not mad about the magic show," Rainbow groaned. "It's not that either. It's just...everything that's happened. Everything that's been happening right now." She waved her hooves futilely. "We're all drifting apart now. It feels like we're not friends anymore. We're all drifting apart. And...I just can't deal with that." She buried her face in the cloud. "I know it's silly, but...I kind of feel like a bad friend for it, y'know?"

"Rainbow Dash, darling, you're not—"

"I mean, my friend has a girlfriend now, and she's happy about it, and I'm supposed to be happy for her, I get it," sighed Rainbow, "and here I am getting all mad about it anyways. And I know I have good reasons to worry, like that whole Nightmare thing, and the fact that she's, y'know, Trixie, but..." She shook her head again. "Life was a lot easier when all I had to do was clobber Changelings or whatever."

Rarity smiled. "Clobbering Changelings _is_ much easier than dealing with your friend having a new marefriend." She hugged an uncomfortable Rainbow Dash again though. "But you are _hardly_ a bad friend, Rainbow Dash. You have every right to feel concerned and every reason to feel like you miss her. I miss her too. But I'm sure she misses us as well and she'll come back to us soon enough." She paused. "And perhaps all this time she's spent cooped up in the library means she's made Trixie a bit more agreeable."

"'Agreeable,' yeah," snorted Rainbow, "speaking of Changelings..."

Together they sat and looked down towards Ponyville and the library. "Well," Rarity said, "if Twilight won't come out, we'll just have to go see her, won't we?"

"And put up with Trixie?"

"If Trixie is going to be Twilight's marefriend, and we're still going to be Twilight's friends, then we're going to have to learn to get along with Trixie." She paused. "Although perhaps we should get that process rolling along..."

Rainbow paused. "You think I should just go talk to her myself about all this?"

Rarity blinked. "Err, well—"

"'cuz, I mean, maybe that would help, you know?"

"M-Maybe, but—"

"Yeah, I should go do that!" she exclaimed, and got up—and then blinked and looked at the sky, and the sinking sun on the western horizon. "Um...later, I guess."

"Rainbow, darling," Rarity said, "just be careful about it. I must confess I'm worried that since some of us aren't very happy about this relationship, we'd wind up inadvertently making it harder on the two of them. And even if Trixie is still so difficult, I'd hate to think we would wind up driving them apart."

"Oh, I won't do that, no," Rainbow said with a shake of her head. "Just, I dunno, I gotta get all this stuff off my chest." She smiled sheepishly. "Although, uh, it kinda helped to talk about it now."

Rarity beamed. "Glad I could help, darling!"

Silence descended awkwardly. Rainbow blinked. "So, um..."

"Yes, well, can I, um," she blushed, "have a ride back down to the ground?"

Rainbow blinked again—and then noticed that at some point during their conversation, Rarity's shimmering butterfly wings had vanished.

"I can only cast the spell for a short while," she said sheepishly, "so, um..."

"Yeah, yeah," Rainbow sighed, "hang on..."

—

"Trixie, just 'cuz you're Twilight's girlfriend or whatever does not mean I have to listen to all of your crazy stories."

And with that, Spike stomped off with his broom to go spend the rest of the morning avoiding Trixie at all costs. Twilight watched him go with a hint of annoyance. Yes, Trixie's stories were probably _embellished_, for the most part, but that was no reason to be difficult about it.

"Obviously he's never encountered a vicious nine-headed hydra in the oppressive depths of the Hayseed Swamps," scoffed the Great and Powerful Trixie.

"Well, um, we did run into a four-headed one—"

"Hah! Four heads, really. How pedestrian."

Twilight rolled her eyes and pushed down the twinge of sympathy she felt for Spike's annoyance. After all, she had a letter to write, detailing all the steps she'd taken to try to restore Trixie's magic. Now if only she could just get enough peace and quiet to write the blasted thing—

The door swung open and Twilight grimaced. Who could that be?

"Hey Twilight," Rainbow Dash said with a start as she drifted into the room—and then landed and tensed up the instant she caught sight of Trixie. "Oh, right."

Trixie turned up her nose, and Twilight felt her heart sink. _Here we go..._

"Ah, Rainbow...Crash, was it?" sneered the blue unicorn—and immediately Rainbow's ears went flat.

"_Dash_, thank you very much," she snarled. "What do you want?"

"Trixie, Rainbow, please," groaned Twilight, and she turned towards the pegasus. "What brings you here, Rainbow?"

"Well, I was actually coming to talk to you," Rainbow said awkwardly, "but if _she's_ here," she paused for a glare at Trixie, who sneered back, "then I don't know."

"Charming," Trixie scoffed. "Still not over your failure to best the Great and Powerful Trixie, are you?"

"Excuse me?! Failure?! Who are you calling a failure?!"

"Girls, please!" Twilight yelled, and she pulled Rainbow Dash aside. "Rainbow, what did you want to talk to me about?"

"Well, um, it's not really something I want to talk about in front of her." Rainbow shuffled her hooves awkwardly. "It's just, you haven't really come out to see the rest of us lately, and—"

"Ha! With friends like you, why would she?" laughed Trixie.

"That's it!" snapped Rainbow Dash, and she whirled around on the blue unicorn. "I've had it with you—"

"Rainbow!" Twilight shouted, and she jumped in between the two ponies. "Stop it!"

"Why, Twilight?" Rainbow turned on the purple unicorn with an angry flash in her eyes. "What's so special about her anyway? Why do you like her more than us? Huh? Tell me!"

"I—but—"

"You know what a jerk she is! Why are you choosing her over your real friends? Why do you even _trust_ her?"

A look of pure outrage flickered across Twilight's face. "You know, I thought my friends would have been happy for me, but if you can't do that, then maybe you really _aren't_ my friend!"

Everything went silent and even Trixie watched in surprise. Rainbow stared back in shock, the hurt evident in her eyes.

"Alright," she said at last with a wavering voice, "fine. Be that way."

And with that, she turned tail and marched out of the library. Twilight huffed in anger and stormed off into another room.

"Well," Spike's voice spoke up, catching Trixie by surprise, "that was ugly."

Trixie glanced over at the stairs and found Spike standing there with his arms crossed. "And how long were _you_ watching all this?"

"Long enough."

The blue unicorn looked back after Twilight with a satisfied smirk. "Well, good to see where I rate, at least—"

"Yeah, I bet you are," Spike shot back, and hopped off the stairs. "Y'know, if you really cared about Twilight, you wouldn't be so happy to see her fighting with her friends."

"Excuse me?"

Spike shook his head and made for the door. "You know everything's messed up when _I_ have to be the sensible, mature one..."

—

All things considered, Rainbow Dash had to consider this probably the worst day of her life.

Stupid Trixie. Stupid Twilight. Stupid everything. She sat in one of Applejack's trees, on the most remote part of the farm she could find, and ran through the conversation over and over again in her head.

It was all coming true. They really were coming undone. Trixie really was tearing them apart. She shook her head. Who would've thought that after Discord and Changelings it was actually going to be some stupid blue unicorn who ruined everything?

It was all so crazy. How could Twilight trust her? Didn't she know that Nightmare was there? Didn't she care? How could she believe Trixie? How could _anyone_ believe that Trixie actually had any love for Twilight? That Nightmare was still there, that was proof that she didn't—right? Why—

"Hi Rainbow Dash!"

Rainbow yelped in surprise and scrubbed away her tears, just in time for Pinkie Pie to materialize from within the leaves above her and send them both crashing to the ground. Rainbow shook her head and looked back up at the crazy pink pony—but her usual mile-wide grin was gone, replaced with a look of concern.

"Y'know, usually I don't find you _crying_," Pinkie said.

"I-It's nothing—"

"That's not what my Pinkie sense told me! Two ear flops, three tail twitchies, and seven strokes from four separate eyelashes means two of my friends just had a fight." She plopped herself down next to Rainbow Dash. "So what happened?"

Rainbow thought about it for a moment and decided that trying to get Pinkie to drop it was most likely futile. "I don't think I'm friends with Twilight anymore."

"Say what?!"

Rainbow briefly described their fight, and hung her head sadly when she finished. "It's all coming true. We're not going to be friends anymore because of all this. I can't believe it's happening."

"That's not true," Pinkie insisted. "Nothing will break us apart. We're just all being doodyheads to each other, which is totally crazy, but we can totally stop too."

"How?" moaned Rainbow. "She said if I can't be happy for her, I'm not her friend. And I _can't_ be happy for her. I can't believe that Trixie really cares about her. Someone like Trixie couldn't possibly be really interested in her, because..."

"Because...?"

Rainbow frowned. "You know everything I'm saying right now is all protected by a Pinkie Pie Promise, right?"

Pinkie promptly pantomimed zipping up her lips, then locking them, then burying the key, then made a bunch of other motions that Rainbow assumed were supposed to symbolize destroying the key in a variety of increasingly thorough ways. Or something. For all she knew Pinkie was trying to do a rain dance or something.

"Trixie is too much like me," Rainbow sighed.

Pinkie blinked. "Say what?"

"Well _isn't_ she?!" Rainbow groaned. "Isn't that what you guys were trying to tell me with that whole Mare-Do-Well thing? I'm too full of myself?" She buried her face in her hooves. "But Trixie's a million times worse and how am I supposed to just be happy that Twilight's giving her heart away to someone so awful?"

Pinkie frowned. "Gosh, you really don't like Trixie."

"It's not that," Rainbow said, "it's...well, I actually did do some dating and all that when I was younger, and you know something about love, Pinkie?"

"Besides that it tastes like chocolate?"

"Besides—wait, chocolate?"

"Well, yeah!" Pinkie said with a grin. "Why else is there chocolate all over the place on Hearts and Hooves Day?"

Rainbow stared down sadly at the ground and Pinkie's grin faded. "Well, the thing about love is that it means giving someone else the power to hurt you really, really bad. And that's what's gonna happen to Twilight, somehow, someway, and I'm not gonna be able to do anything to stop it, and what kind of friend am I then?" She squeezed her eyes shut and put her hooves over her head. "But now I wound up hurting her anyway and now we aren't friends anymore and I just don't know what to do."

Pinkie immediately pulled Rainbow into a bone crushing hug. "I think you need a Pinkie Pie Hug, to start with."

"I think it's gonna take more than that—"

"Then an extra super ultra big Pinkie Pie hug!"

"Ow, okay, can't breathe, seriously Pinkie—"

Pinkie loosened her hold just enough to let Rainbow Dash breathe. "And in the meantime let's just get rid of that great big silly idea that you're not being a good friend for worrying about Twilight," she said, "because _somepony_ has to, because, I mean, golly, what if nobody did, then if something bad really _did_ happen we'd all just have to sit there and be confused, y'know?"

"I-I guess..."

"And besides, if you look at all this stuff that's going on and you don't feel a little worried about Twilight then you really _would_ be an awful friend! But you're Rainbow Dash the super duper most loyalest pony in all Equestria and you'd never do something like that!"

Rainbow sniffled. "That's not what Twilight seems to think."

"Well Twilight can't be right about everything."

"I know, but—"

Pinkie immediately put a hoof over Rainbow's mouth. "'I know, but' nothing, Rainbow Dash! You remember what I said the first day we brought Trixie back to Ponyville?"

"...um, that kumquats are secretly conspiring to take over Equestria?"

"No, before that!" Pinkie exclaimed. "About how sometimes we're all great big stupid meanieheads to each other but it's okay because at the end of the day we're still friends and that's more important than all the mean stupid things we say to each other?"

"Oh, um, yes..."

"Then you just keep that in mind, Rainbow Dash!"

"O-Okay..." Rainbow sighed. "So now what?"

"Now we sit back and wait a while and let Twilight calm down and then you go over and you apologize to each other and then we'll have a party."

Rainbow smiled sadly. "I dunno about the party, Pinks."

"Nonsense! There is never an inappropriate time for a party!" Pinkie paused thoughtfully. "Except for surgery. Maybe. Or maybe only during surgery and then after you come out of surgery there's a party. Well, maybe it depends on the kind of surgery. Like, if you had surgery on your party gland, then you wouldn't be able to use it..."

As Pinkie rambled off into a rant on the many uses of the "party gland," Rainbow glanced back towards Ponyville and thought of ways to apologize. She hated apologizing, but maybe in this case, it would be worth it. The alternative, after all, was awful.

—


	14. Chapter 14: Cohabitation

Nightmares

—

Chapter 14: Cohabitation

—

Twilight Sparkle did not sleep well. This seemed to be a recurring thing, ever since that kiss in the library after Nightmare Inferno disappeared, and she idly wondered if insomnia was normal when you were in love. The books didn't say anything about it.

The books also didn't say anything about fighting with your friends or how terrible you were supposed to feel afterwards, so Twilight had settled for feeling as terrible as terrible could be. But what else were you supposed to do when you fell in love with someone your friends didn't like? Hadn't they promised to support her in all this—even when they hadn't really liked Trixie in the first place?

Fluttershy had come by a few hours after Rainbow Dash's dramatic exit to check up on Trixie, and although she'd said nothing to Twilight, the disappointment was clear in her eyes and made Twilight's stomach churn. Someone would be by eventually to yell at her for her part in that little mess. Spike had stomped off for the day and only came back in time for dinner. It was all just miserable.

And then there was what Rainbow Dash had actually said—the unspoken accusation that this whole thing was just a sham, that Trixie only pretended to have any affection for Twilight. And that was just heartbreaking to contemplate. But what if it was true? Twilight thought back grimly over the past couple weeks—the times when she'd rolled her eyes and gritted her teeth at one of Trixie's more obnoxious rants, but also the times when they'd just cuddled up together and enjoyed each other's company.

Or, well, Twilight had enjoyed Trixie's company, at least...

Twilight rolled over in bed and groaned. More than anything, she craved a way of knowing if Trixie was really sincere in saying that she'd have a chance to build a relationship. After all, that Nightmare was still in there somewhere in Trixie's mind, and if it wanted to hurt her, toying with her heart like this would achieve that end more than anything else.

Or maybe it already had. Twilight squeezed her eyes shut and rubbed away the tears. Princess Celestia had called this "a whole new dimension of happiness"—so why did it hurt so much?

—

Morning came, coffee was brewed, and Twilight Sparkle papered over her lack of rest with copious amounts of caffeine. No one except her would ever know the difference.

She was greeted as she emerged from the kitchen by the ever-lovely spectacle of Spike coughing up a letter in a jet of green fire. Little wonder that he didn't enjoy this very much. As Spike cleared his throat, Twilight unrolled it and began to read.

"Dear Twilight Sparkle...message received...encouraging progress..." She sighed, and then arched an eyebrow. "'Come to Canterlot as soon as Trixie is well enough to travel. There is one spell we have yet to try that may be of help.'"

Spike blinked. "Why not just tell you how to do it and spare us the trip?"

Twilight rolled the scroll back up. "There's some magic that's impossible for ordinary unicorns to perform," she explained, "and there's some spells that are forbidden because they're too dangerous. I don't know anything about them, but she must mean one of those."

"Huh. And that would solve everything?"

Twilight glanced sadly up the stairs. "Not everything."

"Wait," Spike said, "I thought getting rid of the Nightmare was the whole point of all this."

"It is, but," Twilight shuffled awkwardly, "well...then what? What happens to Trixie and I?" She sighed heavily. "I mean, she keeps talking about how much she wants to travel and move around, and she'd never want to stay here even if my friends did like her—and especially if they don't." She slumped down on the floor and moaned sadly. "Does that mean we just...break up or something?"

Spike frowned. "You wouldn't want to go with her?"

"How could I do that, and leave behind my friends, and my books, and you?"

"Well, glad to see where I rate," Spike said with a smirk—

"Spike, this is serious!"

"I know, yeesh, calm down." He spared a glance upstairs himself. "Maybe the two of you will figure something out, y'know? It'd be like...I dunno, like when you drove yourself crazy trying to figure out Pinkie's whole Pinkie Sense thing?"

Twilight groaned. "That was different."

"Not _that_ different."

"And what the hay are you doing on the floor, Twilight?"

Twilight and Spike both jumped in surprise as the Great and Powerful Trixie made her way down the stairs. "Oh, err, good morning Trixie," Twilight said. "I, um, I have some news."

Trixie arched an eyebrow. "Do tell."

"The princess wrote back. She wants us to go to Canterlot so she can try a spell, as soon as you're up for traveling." Twilight smiled nervously. "Um, sound good?"

"A spell," Trixie said, and looked skeptically back and forth between Twilight and Spike. "Will it get rid of this blasted Nightmare?"

"I don't know. Hopefully. Are you feeling up to a trip?"

"If it will get my magic back? Absolutely." And with that, Trixie brushed past Twilight and swept off into the kitchen after the coffee.

Twilight looked back down at Spike. "'Work something out,' you said?"

Spike only shrugged. "We can hope."

—

Twilight Sparkle spent the rest of the morning in a mild panic, which only abated that afternoon when she finally plucked up the courage to find Trixie and sit her down for a nice long chat, whether she liked it or not. Naturally, Trixie did not like it, but if she didn't get these things out in the open Twilight feared she would lose her mind.

"Well," Trixie said with a flourish at the kitchen table, "_obviously_ the Great and Powerful Trixie cannot be kept for long from the show circuit, so as soon as I've got my magic back I'm hitting the road."

Twilight frowned. "So you wouldn't want to stay here?"

"Didn't we have this conversation already?"

"This is important, Trixie," Twilight insisted. "If the princess's spell works and we get rid of that Nightmare, you'll," she paused and swallowed the lump in her throat, "you'll have no reason to stick around here. So you could leave and...not come back. And I need to know if that's really what you'd do."

Trixie arched an eyebrow. "I don't see why you couldn't come with me for a while."

"I can't! I couldn't leave my friends, or Spike, or the library—"

"Your friends, like that rainbow pegasus yesterday? I think what you're really going to have to do is choose, between me or them."

Twilight shook her head as the tears welled up in her eyes. "You can't ask me to do that, Trixie. I won't."

"Then it looks like we have a problem, bookworm."

Twilight swallowed another lump in her throat. "So you really would just leave once your magic is back?" she asked quietly. "Just like that?" Trixie looked away awkwardly. "I'm just like Seesaw? Just something to occupy you for a while?"

That seemed to strike a chord. Trixie looked back at Twilight with a thoughtful expression. "Seesaw gave me the Nightmare," she said carefully, "and that's turned out to be a pretty bad deal for me. You've given me something else. No, you're not like him." She reached forward and pulled Twilight closer with an amused smirk. "For one, you worry a lot more."

"I-I'm new to this—"

"I can tell," laughed Trixie. "Listen, bookworm. Even if you like me, I think it's obvious that your friends don't, so you're going to have to square with that, and I can't really help you."

Twilight stared back skeptically. "You could not get into fights with them—"

"And how am I supposed to do that when they already don't like me? You saw how that rainbow one treated me. And you were right—if she won't be happy for you, she really _isn't_ your friend."

Twilight pulled herself out of Trixie's grasp. "No, that's not true. Rainbow Dash is still my friend. And I'm not going to choose between you and my friends. You can't ask me to do that."

"But you'll have to, because I can't stay here—so who will it be?" Trixie leaned forward, her expression unreadable. "You asked me what you mean to me, so now it's my turn, Twilight Sparkle. What do I mean to you?"

Twilight felt knocked back on her feet, but she took a moment to compose herself. Trixie deserved an answer, at least. "Well," she started, "it, um, it might seem silly, but I thought after you'd gotten your magic back, you'd still be here, and we'd study magic together, and..." She looked away awkwardly and tried not to think about how red her face had just gotten. "Well, anyways, the point is, I wanted to save you because I felt like you'd be someone I'd like to know. And...well, I didn't expect I'd fall in love with you, but..."

Trixie was expressionless for a moment, and Twilight feared she'd said something wrong—before the blue unicorn's face lit up with that arrogant smile she remembered from the showmare on the stage all those months ago. "The Great and Powerful Trixie _does_ tend to win hearts wherever she goes."

Twilight smiled back indulgently. "And how often does she reciprocate?"

"That, Miss Sparkle, is privileged information." Trixie smirked.

"Well," Twilight went on, her smile fading, "I still want to know what you'd do after you get your magic back. Because I was serious when I said I'm in love, and I don't want to think you'll just...you know, run away as soon as you don't need me anymore." She looked down and wiped away more tears. "Because I don't think it's the same for me."

Trixie reached over to give Twilight a reassuring kiss—but even as she momentarily lost herself in the bliss of closeness with the one she loved, Twilight felt the heaviness in her heart still there.

—

The crackling sound of flames drowned out everything deep in the Everfree Forest, at the foot of the ruined ancient castle of Equestria's princesses. Lapis Lazuli eyed the dancing shadows nervously in the light of her master's fire. It wasn't the creatures that called this forsaken place home that worried her—but rather, what it was they were doing here.

Something came down in front of them with a thump and there stood Whiplash, panting hard. Nightmare Inferno raised an eyebrow in suspicion.

"Rather late for a workout, Whiplash," he said.

"S-Sorry boss, I had to...had to finish up my shift real quick and then had to fly away really far so Rainbow Dash wouldn't be suspicious—"

"Didn't we tell you not to take unnecessary risks?" Lazuli snapped. "You're spending too much time with this—"

"Whoa there Lazzie, calm down," chuckled Inferno, "I think we can let Whiplash have some leeway. Anyways," she turned back towards the pegasus, "I do recall we gave you a mission in Ponyville..."

Whiplash snapped to attention with a sharp salute. "All Twilight Sparkle and Trixie have been really doing is cuddling and arguing and stuff." Her military formality disappeared as she started giggling. "It's kinda cute!"

Inferno made a face. "Gross. Anything we need to know about?"

"Well, I did go to the library a couple times and I overheard something about them going to Canterlot soon."

Inferno's face lit up with a grin. "Canterlot. Excellent." He turned towards Lazuli. "You get back there as soon as you can, Lazzie. You know what to do. And you," he turned back towards Whiplash, "the _instant_ they set out, you fly up to Canterlot and let us know. Got that?" Whiplash saluted again. "Excellent work, my friends. Everything's going the way it should be."

—

Spike had really come to hate the feeling of _awkwardness_. That weird, annoying feeling of not quite knowing what to do had hung over the library like a cloud for the past few weeks, and Spike really badly wanted it to go away. It was so bad he had to be the sensible, responsible, grown-up one who would engineer Rainbow Dash and Twilight making up by cleverly mentioning a new _Daring Do_ book, which wasn't technically a lie so it didn't count. And when Spike had to be the sensible, responsible, grown-up one, then something was very deeply wrong with the universe.

And so, that was why he watched from the top of the stairs as Rainbow and Twilight sat together—awkwardly, even—at the table and apparently dared each other to be the first to speak.

"Um, I just wanted to say, I'm sorry for saying you aren't my friend," Twilight said quietly. "Because it's not true. You are."

Rainbow shuffled her hooves. "Yeah, I know."

"It's just...this whole 'being in love' thing is so stressful and crazy, and I don't understand it, and..." She glanced awkwardly at the stairs, although Spike remained safely out of her line of sight. "I'm not sure it's going to work out."

"You're not?"

"Well..." Twilight blew out a tired sigh. "The princess sent me a letter asking us to come to Canterlot to try out a certain spell to get rid of the Nightmare. And if it works, Trixie won't have to stay here anymore. She could go back on the road. And," she closed her eyes, "and I'm not sure she'd want to stay here."

Rainbow frowned. "So...you'd break up?"

"I don't know. I hope not." Twilight shook her head. "So I've been dealing with that, and I got stressed out and snapped at you, and I'm sorry." She looked back up. "Forgive me?"

Rainbow gave her a hug. "'course I do, dummy."

Even Spike, at the top of the stairs, could practically feel the relief in Twilight's contented sigh. "I never thought being in love would be so stressful," she grumbled.

"Well, um, actually, about that," Rainbow said, "y'know, I've actually had my fair share of romances myself, and, uh—"

Twilight's ears went flat. "I know, I must look ridiculous."

Rainbow smiled sheepishly. "Well, yeah, yeah you do."

"Thanks, Rainbow."

"Don't mention it. Anyways, the point is that I know when you fall in love, you give someone else the power to hurt you really, really bad, and, well," she shrugged, "I don't want my friends to get hurt, y'know?" She waved a hoof off towards the stairs. "And if she's just going to up and leave..."

Twilight smiled grimly. "First you're mad 'cuz we brought her here, now you're mad that she'll leave?"

"I'm mad that she'll hurt you." Rainbow's ears flattened. "Although the magic show thing didn't help, to be honest."

"We'll know once we get to Canterlot, if the princess's spell works," Twilight said, "and...I guess then I'll know for sure if this was meant to be, huh?"

At the top of the stairs, Spike glanced over his shoulder, where Trixie stood silently, her expression unreadable. The blue unicorn caught his gaze, turned away, and slipped back into her room. Spike held back a sigh. At least Twilight was right about that.

—

Rainbow Dash never liked apologies. It always felt so weird, admitting that you were wrong about something. If you were as super-cool as someone like Rainbow Dash how could you _ever_ be wrong about something? But there it was. This is why Rainbow Dash wouldn't outright apologize if she could help it; instead she'd bury it under some weird and confusing language, and the other pony, well, they would get it. Like Twilight! She got it.

And so did Rainbow. She understood, of course. Being in love made your brain all loopy and crazy, and that was no fun. It had been no fun for Rainbow Dash—even if the cuddling and smooching and stuff _had_ been pretty fun—because that meant you weren't in control. And Rainbow Dash could totally understand why Twilight might find that all stressful.

But then, Rainbow Dash also understood that there was, really, pretty much nothing you could do about love. You felt it whether or not you wanted to, and even if you could make it go away—as you sometimes had to do, when it turned out you were into someone who wasn't into you—it wasn't fun to do. And it was never something you _wanted_ to do, even if you could tell that you had to.

It still grated on her nerves to think that Twilight had apparently given her heart to someone like Trixie—someone she still doubted would treat her right. And it didn't help that the most important thing about Trixie these days was the fact that there was an evil monster something or other inside her that actually wanted to kill Twilight—an evil monster that would certainly not be above faking being in love with Twilight just to break her heart. And there was no way Rainbow Dash could ever let _that_ happen.

Then again, she did have to remember that Trixie had fought against the Nightmare herself, and stopped it from coming back to hurt Twilight. Rainbow hated to admit, even to herself, that Trixie might not be _all_ that bad—maybe—but still...

Even so, everything Rainbow knew about love reminded her that you didn't even necessarily need to mean to hurt somepony to wind up hurting them. If Twilight really had given her heart to Trixie, then Trixie needed to know just what a precious thing it was she had—and what would happen to her if she didn't treat it right. That was a gratifying thought. If Twilight was going to be in love with Trixie, well, then Trixie needed to make sure she knew the ground rules.

So to that end, after she left the library with a nice long chat with Twilight behind her, Rainbow immediately took to the air and ducked inside the second floor's open window, where Trixie's bed was—and where Trixie sat, combing her mane. She jumped in surprise as the blue pegasus landed in front of her.

"What are you—" she started.

Rainbow held up a hoof. "Don't start with me. I have something I need to say." She spread her wings. "If Twilight's gonna be in love with you, then that means you have the power to hurt her really bad. And as her friend, I don't think I'm gonna like it if you hurt her really bad." She took a threatening step forward. "So if you're gonna be Twilight's girlfriend, I think it's a good idea if we're absolutely one hundred percent crystal clear on something."

Trixie looked around nervously. "Err...okay?"

"See, if you _ever_ do _anything_ to hurt Twilight," Rainbow said, marching ever closer with ever greater menace in her eyes, "I swear in the name of Celestia I will _personally_ break one bone in your body for every tear you make her shed."

"...excuse me?"

"Twilight can really turn on the waterworks sometimes. I might run out of bones. Get it?"

"Y-Yes—"

"Good!" Rainbow stepped back. "You just keep that in mind, Trixie. One tear, one bone." And with that she gave a sweeping bow and then hopped out the window and took to the sky.

So maybe there was _one_ good thing about this whole Twilight-in-love-with-Trixie mess.

In the meantime, though, Rainbow thought back to what Twilight had said to set off her mopey mood. She and Trixie were going to Canterlot. Leaving tomorrow afternoon, in fact. Rainbow frowned thoughtfully, and then headed off for Sugarcube Corner.

—

Sleep was still difficult, but at least there was one less thing to keep Twilight Sparkle awake that night. On the other hoof, her growing dependence on caffeine to put up the pretense of continued functionality was beginning to get worrisome.

Times like these made Twilight wish that the princess would have just sent a chariot, but that was only for emergencies, and in the event of non-emergencies Twilight and Trixie would just have to take the train like everyone else. And that meant booking tickets, and the earliest train available left late in the afternoon, and that meant they'd have to spend the night in Canterlot, and it was all just a mess. But the excitement in Trixie's eyes at the thought of getting her magic back made it worth navigating confusing ticket policies—and the indescribable feeling of dread at the bottom of her heart would just have to wait.

And so, with Spike along for the ride this time and the library locked up good and tight, Twilight and Trixie made their way down to Ponyville's train station—and stopped short in surprise at the sight of five other familiar ponies waiting on the platform.

"There you are!" exclaimed Rarity. "We thought you were going to miss the train!"

Twilight looked around in confusion—and a touch of fear, in case another fight started, as Trixie tried to look inconspicuous. "What are you guys doing here?" Twilight asked carefully. "Are you here to see us off?"

"See ya off?" Applejack laughed, and galloped over to give Twilight a hearty whack to the back that sent her stumbling forward. "Heck, we're comin' with ya!"

"W-With us?" squeaked Twilight.

"Yeah!" chirped Pinkie Pie. "'cuz if you're gonna go get rid of the Nightmare then we have to be there to throw a party the very _instant_ it goes away!"

"A-And you only just healed," Fluttershy said, fidgeting awkwardly, "so someone needs to make sure you'll be okay..."

"And we _all_ know _something_ will go wrong anyways," drawled Rainbow Dash, "like, the Changelings will attack or aliens will invade or Pinkie will be right and the kumquats really are trying to take over Equestria—"

"You laugh now, but when those perfidious imitators of oranges attack us all, you'll be sorry!" cried Pinkie.

"—so we'll probably have to do somethin' about it," Rainbow finished with a shrug.

"And besides, another trip to Canterlot certainly wouldn't hurt _my_ business," Rarity said with a flutter of her mane.

Trixie cringed. "Your friends are here to kill me, aren't they?" she whispered.

"They're not gonna kill you, Trixie," Twilight whispered back.

"Says you," chuckled Spike, and Twilight bucked him off her back with an outraged huff.

"Well, the more the merrier," she said with a bright smile. Bright, perhaps, but she still couldn't shake that feeling of muted dread.

—

The train showed up, it picked up its passengers, and it chugged its way along the tracks up towards Canterlot. On time for once, too. Applejack could appreciate that, really; nothing was worse than the feeling of just sitting there wasting time as you waited for a late train to show up.

Now they were heading for the mountain, and that meant there was pretty much nothing to do but wait until they got there. Usually she passed these train rides by staring out the windows or just going to sleep, but not today. Today she had a mission. Far be it from her to cooperate with Rarity on _anything_, but she couldn't bear to miss this.

It didn't take long for the two of them to track down Trixie, after Twilight ambled off to find the snack car. Applejack came to a stop behind her with a loud stomp of her hooves, and she and Rarity both quietly relished the way she jumped in surprise and whirled around to face them.

"So," Applejack greeted her with an even heartier slap on the back that nearly put Trixie on the floor, "how've you and Twi been?"

"Fine," croaked Trixie.

"Lovely, simply _lovely_," gushed Rarity, "I'm so glad our dear Twilight is finally getting to experience the joys of romance! In fact, speaking of which, you do know that the Grand Galloping Gala is coming up soon?"

"Great," groaned Applejack, "another chance to get all dressed up an' be ignored by the rich an' powerful."

"Now Applejack, I'm sure that boor Prince Blueblood will keep his distance from yours truly," laughed Rarity, and she turned back to a somewhat mortified Trixie, "but anyway, being our dear friend's new _amante chérie_, I must humbly beg of you to allow me to design you only the finest evening wear for such an illustrious event! Because, of course, I'm sure you would go if Twilight would only say the word, would you not?"

"Um—" started Trixie.

"'cuz the Gala's kinda a big deal to Twi," Applejack said, and threw her arm around Trixie, "an' if ya say no, she'd be pretty upset, an' if ya make her upset, well, shoot, ah reckon ah'd have to twist yer head off yer neck like a bottle cap or somethin'."

"Applejack, how crude," scoffed Rarity. "But the point still remains, darling! We want Twilight to be happy, and she's happy with you, so that makes you our friend, and as our friend I will always be ready to offer my characteristic eye for style at no expense for your benefit!" She paused for a dramatic bow. "All for my friends' happiness, of course."

"Naturally," drawled Applejack.

"You're not feeling intimidated, are you?" Rarity said with an eager grin.

Trixie looked back and forth between the two ponies. "N-No—"

"Good! Well, I'll see you later, Trixie," Rarity said, and skipped off with a delighted grin. Trixie looked back at Applejack—and the earth pony's own sadistically amused expression had faded.

"Seriously, Trixie," she said quietly, "don't go hurtin' my friend, ya hear?"

Trixie nodded silently and Applejack stalked off after Rarity. All things considered, that had gone pretty well.

—

"I think your friends are trying to kill me."

Twilight nearly dropped her glass of lemonade and whirled around in surprise at Trixie, staring out the window in their cabin as the train approached the tunnels up to Canterlot. "U-Um, what makes you say that?"

"Well, the rainbow one showed up the yesterday threatening to 'break one bone in my body for every tear I made you shed,' as she put it, and the fashionista and the farmer threatened to remove my head from my neck in a relatively violent manner, if I ever did anything to upset you."

Twilight blushed. "Aw, they threatened to kill you if you broke my heart? That's so sweet."

"To you, maybe."

"Wait, Fluttershy and Pinkie haven't done that, have they? 'cuz if Fluttershy actually threatens to hurt you for upsetting me, you're going to have to tell me all about it."

"Oh, you will be the first to know," grumbled Trixie. Twilight trotted over to give her a reassuring nuzzle.

"Don't worry. They'll warm up to you."

"I don't want them to warm up to me."

"Of course you do! They're really great ponies! They're just giving you a hard time because of that whole magic show, and because it's not every day I have a marefriend to give them an excuse to play overprotective friends."

"Glad I provide so much amusement, then," Trixie sneered.

Twilight frowned. "You're not mad at them, are you?" Trixie said nothing, glowering out the window. "Well, if Rainbow came by and gave you the don't-hurt-her-or-I'll-kill-you speech, then that means at least she's accepted you, sort of. And so are the rest of my friends. You just have to give them time," she frowned, "and, um, be nicer to them, I guess."

Trixie scowled back as a tree flew past outside. "Why would it matter?"

Twilight felt her stomach turn. "So you wouldn't stay in Ponyville after all?"

Silence passed between them for a moment before Trixie closed her eyes. "Twilight, we're just going to have to meet each other halfway on this. I can't stay in one place forever. And you," she shook her head, "you're right, you really _can't_ be separated from your friends for a long time." She looked back up at Twilight. "But I can't just stay cooped up in one place forever. That's not me." Trixie turned her eyes back out the window, and beyond the fear of this relationship ending, Twilight felt her heart go cold at the sadness in her eyes. "I haven't been me since I laid eyes on that bloody Ursa."

They were silent again as Twilight pawed the floor. "Well," she said quietly, "I don't know if the princess's spell is going to help, but in the meantime, there is something I can do." Trixie looked back at her with an arched eyebrow. "I've been studying a spell that some unicorns use for healing in magical ailments. If one unicorn's magic isn't working, another one can do a conduit spell."

"A conduit spell?"

"It lets a unicorn without magic use it anyways, through another unicorn. They use it for diagnostics and stuff." She smiled hesitantly. "You wouldn't be able to do a whole lot and I can't make it last for very long, but for a little while, I can let you, well, use my magic."

Trixie seemed thunderstruck—but the look of delight in her eyes made Twilight's heart nearly stop. "Okay, so, what do we do?"

A few moments later, they sat together on the bed side by side, their horns touching at the tips. Twilight blushed at the feeling. "You won't be able to do anything really complicated, but you'll be able to do some basic levitations and lights."

"So I'm...doing magic, through your horn?"

"Sort of. Ready?"

Trixie nodded, Twilight screwed her eyes shut, and she lit up her horn.

It was just as the spell book had said. All this would have to come from inside her—and it did. Twilight reached back into the darkness and pulled up as much light into her horn as she could take. Her horn tingled at the feeling, and then at the end the feeling of another horn in contact disappeared and the light began to flow through into a dark void. Twilight clenched her teeth as she managed the spell; the energy building up through her spine had to be directed so carefully. Every sliver of light that branched off had to be directed back into the stream. The light pulsed and grew brighter and brighter—until finally it found its mark and her muscles tensed up.

Twilight opened her eyes, and the first thing she saw was her empty cup floating by, surrounded in a glimmering sheen of magic. She glanced to her right and saw Trixie's delighted face—and her heart melted at the sight so much that she nearly lost control of the spell.

It felt so strange, letting someone else manipulate her magic, something so intimately her own she could hardly imagine being without it. Every motion of her mind that set the streams of light in motion before her eyes seemed foreign to her, even when her manipulation of magic was so familiar it was nearly instinctive. Watching her own magic functioning through her own horn at someone else's command...

Trixie carried the cup across the room, then whirled it around and set it down on the floor with a flourish. She grinned and Twilight felt the light build up—and then the cup started to glow, brighter and brighter, until bands of magic snaked out around it and whirled around through the air, weaving intricate patterns of sparkling light across the ceiling.

The base of Twilight's horn began to burn, like the feeling of stretching and exerting muscles too hard. Twilight screwed her eyes shut and poured a little more strength into the spell. Trixie deserved a few more moments with her magic. She cracked an eye open and saw the patterns in the air above them get ever more intricate, ever brighter, ever more beautiful.

"I haven't done this in so long," Trixie whispered.

"I-I know," Twilight grunted. Trixie looked over in concern.

"Does it hurt?"

"Starting to—"

"Then I guess we'd better get to the grand finale," Trixie said with a grin, and pushed on. Twilight winced as her horn began to twitch painfully, and the light poured through—but above them both flashed a panorama of whirling, flashing, kaleidoscopic light that bathed them both in every color of the rainbow.

And then the light disappeared, the patterns above faded, and the spell ran out. Twilight slumped forward, drained to the core. The book had warned that this particular spell would be taxing, but this...

She looked back up at Trixie and the look of joy in her eyes made it all feel worth it. "I've missed my magic so much," she whispered. "You have no idea." She looked down and blinked in surprise at Twilight's exhausted state. "It was that tough?"

"I guess so," Twilight said. "I had to build the connection between us, and," she paused for a moment and tried to blink away the exhaustion, "and then supply you with the magic to do all those lights...a lot of work." Trixie looked back up towards the ceiling, where the last wisps of light had long since faded into nothingness. "I didn't know the spell would be that hard, so I couldn't keep it going very long." Twilight hung her head. "I'm sorry. I know you've been without it for a long time and—"

Trixie quickly shut her up with a kiss and Twilight felt her burnt-out brain go haywire for a moment. "Nonsense," the blue unicorn whispered as their lips parted, "you gave me back my magic, even if it was only for a few moments. And no matter how the princess's spell works out, I will never, ever forget that."

Twilight smiled back, her mind too stirred up to let her do anything else—but the rest of her was exhausted, and she put her head against Trixie's neck, closed her eyes, and immediately fell asleep.

—

It took another two hours of winding through tunnels and mountainside tracks to reach the Canterlot station, and by the time the train ground to a halt the sun was sinking below the horizon and the moon was on the rise. Twilight yawned and groaned as Trixie prodded her out of the train car and onto the platform—and no sooner had she set foot on the platform than she was swept up in a crushing hug.

"Twiley!"

Twilight blinked in surprise and realized that it was her brother that was squeezing the life out of her with a bone-crushing hug against solid plate armor. "Sh-Shining! What are—ow—can't breathe—let go—"

"Sorry," he said, and promptly dropped her on her feet—and then frowned when she wobbled for a moment. "Uh, wow. Rough train ride?"

"S-Something like that," Twilight stammered. "What are you doing here?" She looked around—and cringed a bit at the sight of the Royal Guard, out in force patrolling the streets, standing guard at the corners. Her mind took her back to her brother's wedding—and that wasn't a reassuring feeling. "And why are there so many guards out and about?"

"Princess Celestia's ordered extra security," Shining Armor explained, as Twilight's friends stepped off the train and looked around nervously at the preponderance of soldiers. "All I can say about it is that it's got something to do with the Nightmare we've been chasing."

"Inferno," Twilight grumbled.

Shining arched an eyebrow. "You know?"

"We've, uh, met."

"I am not liking the sound of that. But then, that leads me to another question: what are _you_ doing _here?_"

At that moment, Trixie stepped off the train and immediately came to a stop next to Twilight. "Um, that is a lot of soldiers they've got out here..." She blinked in surprise at the one in the purple and gold armor right in front of her.

"Trixie, this is my brother, Shining Armor," Twilight said with a grin, "and Shining, this is Trixie, my marefriend."

Every gear in Shining Armor's mind appeared to come to a stop at that moment. "Excuse me?"

"Yes well I've had quite enough of being threatened with bodily harm today so I'll just see you later," Trixie said, planted a kiss on Twilight's cheek, and took off like a shot after the others.

Shining looked back at Twilight. "So you've got a marefriend."

Twilight shuffled her hooves. "Um, well, yes—"

"And you didn't tell me? Or Mom and Dad?"

"I-I was going to, but, I was busy, and—"

"Twilight, do you have any idea serious this is?" He tilted her chin up to look her in the eye. "Do you have any idea what this means?"

Twilight's ears went flat. "Don't tell me you're mad too—"

"Do you have _any_ idea how much I'm going to have to tease you now?"

Silence hung over them like fog for a moment before Shining's composure broke and he burst out laughing—and Twilight nearly sighed in relief.

"Oh, jeez, Twiley," Shining laughed, "did you catch the love bug at my wedding or something? Way to go." He glanced over his shoulder at the departing blue unicorn. "Heckuva catch, too! I'm impressed. How'd my dorky little sister pull that one off?"

"It's a long story," started Twilight.

"Good thing I've got some time," Shining said, and he guided her off the platform, into the city.

As it turned out, Shining Armor did not have some time, as one of his subordinates quickly pulled him away over assignments. Twilight was somewhat pleased at that—not that she didn't enjoy her BBBFF's company, but she hadn't even thought about how she would explain this whole thing to her parents, let alone her brawny big brother who just so happened to be Captain of the Royal Guard and personally responsible for security for both of Equestria's princesses.

Certainly no pressure for Trixie.

Instead, Twilight found her way to her old room in Canterlot's castle, where she and Trixie fell straight asleep—and for the first time in weeks, Twilight finally got a decent night's sleep. It helped that her nap on the train had done her little good and she was too exhausted to toss and turn all night playing through agonizing possible future scenarios in her mind's eye. But the last thought in her mind as she drifted off to a dreamless sleep was that at least her friends were finally starting to come around.

—

Finally refreshed after a good night's sleep, Twilight Sparkle stretched gratefully as she headed for her old balcony. Trixie was already there, staring down below into Canterlot, still coming to life under the dawn skies.

"Pretty nice, huh?" she asked with a grin. Trixie smiled back halfheartedly, and Twilight's ears drooped. "What's wrong?"

"Besides the horrible, gnawing fear that you're about to introduce me to not only your parents, but also the two princesses, and I'll have to go through the you-break-her-heart-I'll-break-your-spine speech not only that many more times, but also from the two undisputed immortal rulers of Equestria?"

"Oh, right, that." Twilight cringed. "I haven't even thought of how I'm going to explain this all to my parents." She shrugged. "Well, I'm sure my friends would be happy to come along too."

"Lovely."

"Trixie, come on, give them time, they'll come around."

"It's not that," Trixie shook her head, "it's...oh, never mind."

Twilight frowned and that leaden feeling began to return to her heart. "What? You can tell me."

"It's...complicated."

"I'm no stranger to _that_." She gave Trixie a reassuring nuzzle. "Don't worry. I'll help you."

Trixie was silent for a moment and then shook her head again. "It's...no. I don't want to talk about it." And with that she crossed her arms and leaned on the railing with a pout on her face.

Twilight sighed and looked down towards the city distractedly—and then she blinked in surprise as her eyes caught sight of something else down there. A blue pony, with a red mane—and a long horn on its head. She pursed her lips as she scanned the figure below and found a familiar-looking cutie mark: a red, swirling star.

"Wait a minute," she said, and pointed down below, "look, down there. Isn't that one of the ponies who was with Inferno?"

Trixie followed her gaze and grimaced. "So it is."

"We've got to do something!"

"Lovely, go call your brother—"

"No, remember, Inferno said if you wanted your magic back, we'd have to find him in Canterlot!"

Trixie stared in disbelief. "And you _believed_ him?"

"Of course not," Twilight said, "but if one of his minions is here, then maybe we'll find him too!" She stood back, horn sparking to life. "Come on! We'll catch her!"

"This sounds like the beginning of a very bad idea," groaned Trixie.

And then in a flash of pink light, they both vanished. The balcony became the streets—and at the sight of the two unicorns winking into existence in the street, Lapis Lazuli disappeared into the shadows, with Twilight and Trixie in hot pursuit.

—


	15. Chapter 15: Where Nightmares Dwell

Nightmares

—

Chapter 15: Where Nightmares Dwell

—

So much of Canterlot was gilded, beautiful marble and stone that it was hard to recognize the musty, dilapidated building where Lapis Lazuli escaped. Twilight lit up her horn with an illumination spell and plunged into the darkness, Trixie right behind her—and they both came to a stop at the sight of a yawning hole in the ground, leading down into darkness.

"This looks like the opposite of safe," Trixie said with a look of disgust. "You know, what's it called, 'dangerous.'"

"I've been down there before," Twilight said.

"Oh, very reassuring."

Together they plunged down into the darkness, galloping down a rocky ramp. Up ahead, Lazuli slipped away around a corner; Twilight and Trixie followed. The tunnels wound their way down, getting darker with every turn and forcing Twilight to pour more energy into the illumination spell—until they passed under a crude wooden brace and Trixie stopped short in disbelief at the sparkling walls around them.

"What—where did all this come from?"

"It's from centuries ago," Twilight explained. "It's an old gem quarry that was mined until it was exhausted. I, uh, spent some time down here during my brother's wedding."

"How did you get stuck down here during your brother's wedding?"

"Long story. Let's go!"

They took off again at a gallop after Lazuli as she wove her way through the crystalline caves. Twilight nodded off in another direction as the tunnels forked, and she and Trixie veered off to the left—and as the tunnel sharply turned back right, they rushed out into an open space right in front of Lazuli.

The taller unicorn immediately lunged to the right, over a ledge overlooking a vast open space. The other two ponies followed as she rushed down a winding path towards the cavern floor—and then dove for another tunnel cut into the rock.

"How far down do these blasted tunnels go?" Trixie growled.

"Come on, I have a better idea," whispered Twilight—and they veered off again as Lazuli turned a corner. Twilight led the way through yet another snaking tunnel that deposited them in another open space—and this time they skidded to a halt right behind Lazuli as she came to a dead end.

"Nowhere to go now!" Twilight shouted—only for Lazuli to turn around with a satisfied smirk on her face.

"Is that so?" she laughed—and then her horn lit up and the ground splintered beneath them both. Trixie latched onto Twilight in terror as they all went plunging down; Twilight cast a spell beneath them to levitate them down painlessly to the ground, the echoing crashes of rocks coming down still ringing throughout the chamber. Twilight looked around in panic; now they were in nothing but darkness.

"What the hay was that for?!" Twilight screamed. "Are you trying to bring down this whole mountain?!"

Lazuli only laughed as she backed away—and then a ring of torches came to life and revealed a vast chamber filled with craggy rocks...and bare, musty bones. Twilight and Trixie looked around, terror in their eyes, at a field of skeletons of all kinds all around them.

"Well, well, well," cackled an all-too-familiar voice—and they both snapped their eyes up towards a high ledge overhead, where Nightmare Inferno and his roiling, flaming mane cane into view. "Sure took your sweet time to get here, didn't you? I was starting to get bored."

Twilight dug in her hooves. "Give Trixie back her magic!"

Inferno snorted with laughter. "What, you thought it was going to be that _easy?_ Twilight, dear, don't be naïve!"

"I'm warning you!" Twilight cried, and charged up at a spell at the tip of her horn.

"Oh, are you," Inferno said. "Well, what do you think about that, my friends?"

From the shadows emerged the laughter of multiple ponies, and Twilight felt herself go cold as she recognized the faces all around her—those six, the new ponies, the ones she'd felt that suspicion about, the ones—

"Oh, by the way," laughed Razor Edge, "you can have this back!" He tossed something to Twilight—and her jaw dropped as she realized it was the spare key to the library's back door.

"What—_you_ were the ones who showed up with him at the library!" she cried. "And you tried to kill me in Canterlot too, didn't you?!"

"Ten points to the purple unicorn for deductive prowess!" crowed Inferno. "I never lost faith that you'd figure it out, Twilight Sparkle. I want you to know that."

Trixie stepped forward with a glare. "Are you trying to intimidate us?! You don't scare _me_, you two-bit storybook villain!"

Silence reigned in the chamber for a moment, before Inferno burst out laughing. "A two-bit storybook villain?!" he cackled. "Me, the clichéd bad guy who ties the helpless damsel to the train tracks? I love it!" He grinned maliciously as the flames began to swirl around himself and his minions. "Well, Miss Hero and Sidekick, if you want to get Trixie's magic back, you're going to have to find me!"

And then flames whirled up and vanished with a flash—and they were gone, left with only Nightmare Inferno's ceaseless cackling echoing through the caves.

Twilight sighed. "'Two-bit storybook villain?'"

"It was the first thing I thought of," Trixie grumbled.

"Well, come on, we'll find him yet."

—

Applejack was always an early riser. It was just in her nature. When you had mountains of work to do and only so much daylight to do it in, you made every second count, and if that meant waking up before the sun, so be it. Not every pony lived like that, and Applejack could understand that.

What Applejack couldn't understand, though, was where the heck Twilight and Trixie were.

She marched down the hallways towards what she was assured was Twilight's old room, where those two had decided to spend the night. Make everyone wait for breakfast, would she, well she'd hear about it now. Applejack came to a stop at the door and pounded on it with her hooves.

"Twi, it's 9:30 already, get out here!"

Silence answered her.

"If you two're doin' what ah think yer doin' in there..."

More silence.

"That's it." Applejack shoved the door open...

...and blinked in surprise at the sight of nobody there. She made her way through Twilight's old room, finding nothing odd except the fact that nobody but her was in it. She came to a stop at the balcony. There was a black mark on the floor—the kind of black mark that sometimes showed up when Twilight used that teleportation spell.

"Uh oh."

—

"You do realize this is a trap, right?" Trixie asked, as she and Twilight trotted down through the winding torch-lit tunnels, strewn with bones. Trixie cringed as she almost stepped in something's skull. "As in, he couldn't have made it anymore obvious that this is a trap if he'd put up signs saying 'this way to trap'?"

"Yeah, well, he'll have to spring the trap, too," Twilight said. She squinted up ahead, but the firelight didn't extend far enough to see much. "Anyways, he's the one who brought this Nightmare to life. And you do want it gone, right?"

"Of course, but—" Trixie stopped as she almost tripped over another skull. "And for heaven's sake, what are all these bones doing here?!"

Twilight cringed; she'd almost forgotten about that part. "The first residents of Canterlot dug down in here to build an ossuary," she said.

"Ossuary?"

"Catacombs. Crypts. Burial of the dead."

Trixie blanched. "You mean we're walking through a giant cemetery?"

"Yes, and that's where Inferno chose to hang out. Explains a lot about him, huh?" She looked around the tunnel as it wove its way down—and she noticed that though most of these skeletons were of ponies, not all of them were. "They dug these tunnels to build catacombs, but they hit a mother lode of gems and they mined the whole place out. But they kept bringing their dead down here."

"Lovely." Trixie glanced down at another skeleton and grimaced. "Then how come I'm only hearing about this now?"

"They stopped digging down here when the gem quarry went dry. And the quarry went dry because every time they tried to dig deeper, they hit an underground river and impenetrable bedrock." Twilight carefully picked her way past a pegasus skeleton splayed out in the middle of the tunnel. "They figured they were being stopped by the river and by magma that had cooled when the mountain was still an active volcano."

"Wait," Trixie said with a look of disbelief, "you mean they were digging for gems—you mean they built the capital city of Equestria on a _volcano?_"

"It's been extinct for hundreds of years," Twilight said with a roll of her eyes. "It's perfectly safe."

They both came to a stop at the sound of something rumbling from deep within the mountain—something that sounded unnervingly similar to laughter.

"The mountain would appear to disagree," deadpanned Trixie.

"The mountain doesn't get a say in this!" wailed Twilight. "It hasn't erupted in almost a thousand years! There's no magma supply! It's extinct!"

The amused rumbling continued. "The mountain doesn't seem to be convinced," Trixie said.

"Well whatever," Twilight grumbled, "let's just find Inferno and beat your magic back out of him."

"Awfully confident, Miss Sparkle!" cackled the voice of Nightmare Inferno—and then the tunnel opened up into a vast empty chamber, ringed with torches, with a high vaulted ceiling—and a high ledge in the middle on which sat the black stallion himself, wings regally spread, his minions watching from other nooks and crannies along the wall.

Twilight scowled up at him. "No more games, Inferno! Give Trixie back her magic or else!"

"Or else," chuckled Inferno. "That sounds familiar, doesn't it?"

At his side, Lazuli smirked. "It's what they _all_ say—or at least, it's what the ones who want to look brave before they die all say."

"Indeed!" Inferno said, and levitated the creaky skeleton of an earth pony up next to him, flapping its jaws with delight. "'I'm not afraid of you, just come down here and I'll prove it!'" He tossed the skeleton away with a laugh. "Never get tired of it, though!"

Twilight fell into a defensive stance. "What's this all about, Inferno?! I know you're up to something!"

"Ooh! She knows we're up to something!" crowed Comet with an eager flap of her wings.

Castor and Pollux both laughed. "Ha!" roared the green unicorn. "Bet you can't even figure out our plan!"

"And even if you do," added Pollux with a grin, "you won't live to tell anyone else!"

"But you won't anyways," Castor spoke up.

"But it doesn't matter—" Pollux shot back.

"Oh, like they won't figure out that our plan is to—"

Both of them fell silent as a couple of rocks slammed into their heads and sent them sprawling. Twilight glared back at Inferno, who merely shrugged.

"Not gonna be that easy, Sparkly One," he chuckled.

"You think it'll be that simple just to kill us?" Twilight shot back. "I survived Nightmare Storm twice, I got away from you twice, and you're a fool if you underestimate my power! So back off and give Trixie back—"

"Oh, for heaven's sake, have some creativity, kid," Inferno sighed, and waved a hoof dismissively. "Let's spice things up, shall we?"

His horn sparked to life, the chamber pulsed with red light—and then the ground began to rumble. Twilight and Trixie backed away in fright as the rock began to splinter beneath their hooves.

"You see, I just had this thing lying around and figured, why not put it to some use," Inferno said—

And then the ground split open, an ear-shattering roar sliced through the air, and a towering, clawed, skeleton hand burst up from the shadows. Twilight and Trixie backed away towards the wall as something from far underground pried itself up out of the darkness.

"After all," cackled Inferno, "waste not, want not!"

Twilight and Trixie shrunk down in fear as they fell into the shadow of a gigantic gleaming dragon skeleton. The long wings, the bony spikes, the serrated teeth—and a pulsating orb of flames in the back of its skull, just inside the jaws...Twilight gulped at the sight of the monster.

"Well girls," sighed Inferno, "if you can get by this thing, I'll be _truly_ impressed." He waved to the dragon skeleton. "Get 'em!"

The dragon roared and lunged forward with its clawed fist; Twilight and Trixie shrieked, Twilight shoved Trixie away and darted to her right, and the claws came down to smash open the sealed-off tunnel. Twilight leapt back and fired a bolt of magic up into the skeleton's shoulder; the monster jerked back with a furious roar as its entire arm clattered to the ground.

"Well!" scoffed Trixie. "That wasn't very impressive!"

The dragon snorted a puff of fire out its nostrils—and then an orange glow surrounded its empty shoulder, the fallen arm lifted into the air, and snapped back into place with a crunch.

The two ponies shared a look and immediately rushed into the opening. The dragon reached after them, ripped the tunnel open, and plunged on into the darkness.

—

Princess Celestia felt her heart stop the moment Twilight Sparkle's panicking friends said she and Trixie were missing. Shining Armor had warned her that they'd lost track of Nightmare Inferno again; Luna had offered to stand watch; Twilight said she had Nightmare Storm under control, and that was how it had seemed when she visited the library herself—but still—

She forced herself to be calm and gathered Luna up from her chamber in the castle. "There's no trace of them in the city," Celestia explained as they marched down the hallways, "but no one has checked the catacombs yet."

Luna grimaced at the mere thought. "The catacombs are far too extensive for us to search now—"

"That's where Inferno made his hideout," Celestia cut her off, "and I'm sure you'll understand if I don't like the thought of Twilight Sparkle trapped underground with two Nightmares."

"O-Of course..." Luna cleared her throat. "So, um, what shall we do?"

"You gather up Twilight's friends and meet me at the waterfall at the base of the mountain," Celestia said, as they approached a wide balcony. "There is a cavern down there that wasn't sealed off when the quarry ran dry. No one knows about it but me." She frowned. "I hope."

Luna nodded and disappeared in a flash of white light; Celestia took to the air and soared over Canterlot, then went into a long dive towards the base of the mountain and its roaring waterfalls. She swept down towards the back of the waterfall, where the white waters hid the entrance to a cave that would lead her into the catacombs.

She landed with a _clack_ of hooves on stone—and her heart sank as she stared down the massive boulders that had fallen down and sealed the cavern entrance.

_ Twilight...please be okay._

—

Far down below, the only sound that could compete with the thunderous footfalls of a furious dragon skeleton was the screaming coming from Twilight Sparkle and Trixie as they raced through the shattering tunnels.

"Twilight Sparkle, this is the worst idea you've ever had!" shrieked Trixie.

"Hey, you don't know what all the ideas I've ever had were!" Twilight shot back.

"I don't have to! If you've ever had a worse idea than this, you'd be dead!"

Twilight frowned. "Oh, well, I guess I can't argue with that..."

Not to be forgotten, the dragon behind them ripped open the tunnel ceiling above them and reared back its head, flames curling out from its jaws. Twilight and Trixie squeaked in terror; the dragon launched a blistering jet of fire after them; the two ponies ducked to the side and wound up tumbling down an incline...just as the dragon brought down a hail of rocks to block their path back towards the surface.

"Oh no, it's cutting off all our paths back up!" Twilight gasped. "We have to keep going down further!"

"Well if that thing _isn't_ down there I'd say that's a pretty good deal for us!" Trixie wailed.

The two unicorns jumped back to their feet and plunged down another cave as the dragon came after them with a roar. It filled the cavern behind them with fire; Twilight scooped Trixie up in a levitation spell and leapt down into another opening that sent them both rolling down into the shadows. The vent deposited them into yet another tunnel; they both scrambled back to their hooves and took off again; the dragon came after them with a bone-rattling crash.

"Okay, how can that thing crash through solid rock without snapping into a million pieces?!" Twilight snapped. "There has to be a weakness on that thing!"

Trixie ducked underneath a swipe of the dragon's claws. "It's a fire-breathing zombie dragon skeleton! It doesn't _have_ weaknesses!"

Up ahead appeared a fork in the tunnel, with one branch seeming to lead upward—but the dragon launched a fireball into the ceiling that blocked it and left open only the one that led downward. Twilight and Trixie dove through the opening and the dragon pursued with a roar.

"It's leading us somewhere," Twilight started—and then threw herself against Trixie as the dragon fired another blast of flame at them. They took off again as the flames died down—and yet nothing stopped the dragon's furious pursuit. "It's pushing us deeper into the mountain...!"

"_You are correct, ma'am!_"

Twilight and Trixie both looked up in shock to find themselves in another wide-open chamber, with Nightmare Inferno gleefully watching from a ledge up above. The dragon crashed in behind them and came to a stop, growling as flames licked out from between its teeth.

"I will admit, you've gotten a lot further than most other ponies do once I sic the dragon on them," he chuckled, "but none of them has _ever_ made it out of _here_."

Twilight scowled up at the cackling shade—and then whirled around, put herself between the dragon and Trixie, and charged a spell at the tip of her horn. Inferno stopped his cackling and stared down in surprise.

"What are you—"

"If I can't outrun this bloody thing, I'll fight it!" Twilight declared.

Trixie went white. "Okay, I take it back! _This_ is your worst idea ever!"

"Wow, this should be entertaining!" crowed Inferno, and he sat back to watch.

Twilight ground her teeth as she sent power gushing into the spell. "Twilight, seriously," Trixie stammered, "if this is supposed to be some kind of insane declaration of love or something—"

"Stand back!" cried Twilight—

The chamber flooded with pink light as Twilight launched a pulsing column of magic up towards the dragon—but at the last second she ticked her head back and sent the beam slamming into the chamber ceiling. The rock shattered like glass at the blow and began to rain down—and one of the broken rocks slammed down on the dragon's spine and snapped its skull off. The whole skeleton collapsed with a lifeless rattle.

"_What in the name of everything was that?!_" shrieked Nightmare Inferno. "Since when could you do that!? No fair! I want a do-over—"

He fell silent as the mountain shuddered again—and the rocks kept falling. Down below, Twilight cringed. "Maybe that was a little too strong," she whimpered.

Trixie scowled back. "That 'School for Gifted Unicorns' education really pays for itself, I see."

Both ponies squeaked in terror as the mountain interrupted them with a loud rumble—and immediately they took off into the tunnels again as the ceiling began to come down. Twilight lit up her horn as bright as she could to lead the way, but with the tunnels collapsing around them and the paths back up blocked, they could only wind their way further down, further into the mountain, and further under the millions of tons of earth coming down above them.

"If this is a volcano, isn't there a crater we can reach to get out?!" Trixie cried.

"It must have been blocked," Twilight answered—and then they both darted apart as a boulder slammed down between them, and kept going through the rattling caves. "But as long as we can get back up to the quarry—"

A crash from up above cut her off—and Trixie dove into Twilight and knocked her aside just as another boulder came down right in the spot where she'd just been. The two ponies tumbled down an incline and came to a stop in another small chamber—and the rocks slammed down behind them, hemming them in.

"Oh, great, we're trapped!" Trixie gasped, eyes darting around the room. Twilight pressed herself up against Trixie and lit up her horn again—and this time a pink translucent barrier materialized around them both as the rocks pelted them from above.

"This should hold for a little while," Twilight panted.

"You can't hold this thing up forever!"

"I know, but, long enough to think," she shook her head, "there's gotta be a way—"

An unnervingly large chunk of the ceiling slammed down and shattered on Twilight's barrier; Twilight herself winced under the blow.

"L-Look, Trixie, if we don't get out of here—"

Trixie promptly swatted her upside the head. "No! No if-we-don't-make-it speech! I have absolutely _no_ intention of dying down here!"

"B-But—"

"You're the one with the crazy magic powers, you get us out!"

Twilight cringed and looked around the room. How _would_ they get out—

One of the rocks came down with a crash by the wall—and it smashed through another rock near the chamber floor. And as that rock crumbled away, Twilight saw a flash of something in the darkness. She pushed Trixie aside and fired a bolt of magic into the wall to widen the opening—and there amid the falling rocks and shadows was a stream of rushing water.

"Of course!" she cried. "The underground river! It feeds into the falls on the side of the mountain! We can get out that way!"

Trixie stared back in horror. "Wait, how do you know—"

"You'll just have to trust me," Twilight said, and looked over imploringly at the blue unicorn.

Another large rock came down, and the blow made Twilight grimace and the shield flicker. Trixie gulped. "Point taken. Let's go."

Together they plunged into the opening, dove into the water, leapt into each other's arms, and screamed bloody murder under the light of Twilight's horn as the rushing waters carried them through the caverns.

"A-Are you sure this was a good idea?!" screamed Trixie.

Twilight cringed and decided not to answer, because no, she was not. Instead she looked ahead frantically as far as she could under the roiling water. The rocks were still coming down in this underground stream, and it shouldn't have been moving this quickly, but if it got them out—

Twilight yelped in surprise and yanked Trixie to the left, just in time to avoid a huge pillar of rock as it slammed down into the water. As long as this thing got them out—

"Wait, is that light?" Trixie asked, and pointed up ahead. Twilight squinted through the twisting caves—and for a brief moment she could see the blinding light of the sun peeking through an opening somewhere up ahead.

"It is! We're almost out! We're—"

The river rushed by and sent them hurtling out a cavern mouth—and suddenly, instead of being in the water, they were in midair, awfully far above the base of the mountain.

"—saved?"

And then they plunged back to earth with a mutual scream. Twilight's heart sped up; her horn flashed to life, encasing them both in a shimmering pink glow; Trixie and Twilight squeezed their eyes shut and tightened their hold on each other as the ground came hurtling up at them at assuredly fatal speed—

...and nothing happened. They blinked in surprise and looked around...and Twilight blushed as she remembered the levitation spell, gently setting them both down on the grass just beside the river.

They both looked up at the mountain, still trembling, soaking wet, hearts racing, wrapped up in each other's arms. The mountain finally stopped rumbling; a cloud of dust burst out of the cave that had just sent Twilight and Trixie hurtling to near-doom. Twilight broke into a smile.

"We survived," she murmured, and her smile began to grow. "We survived! We're still alive! Trixie!"

"Wha—how—in—what—but—I—"

"We're still alive!" Twilight dragged Trixie close and planted a smothering kiss on her lips.

Both of their eyes slammed open at the sound of a faint giggle. They parted and whirled around in surprise—which rapidly turned into horror at the sight of Princess Celestia, Princess Luna, and Twilight's friends all standing on the grass, with expressions that bespoke a mix of relief, bemusement, and a little embarrassment.

"Well, shoot," sighed Applejack, "if ah'd just survived free fall outta a collapsin' mountain ah'd probably want a smooch too."

"Yeah," added Rainbow Dash, "the only thing you were missing there is an explosion."

"H-How long were you there?" squeaked Twilight.

"First and foremost," said Celestia, relief palpable in her voice, "are you two hurt?" They both shook their heads. "Good. Now what happened? The whole mountain was shaking."

Twilight hung her head and quickly recounted their pursuit of Lapis Lazuli, which turned into being pursued by a dragon skeleton, and then blasting and lucking their way out of the collapsing caves.

Princess Celestia looked down sternly at her student once she was done. "Chasing this unicorn was unwise, Twilight Sparkle. You know I brought you both to Canterlot specifically to deal with restoring Trixie's magic."

"I know, princess. I'm sorry."

Luna frowned thoughtfully up at the settling mountain. "On the other hoof, there may be an advantage to be gained from all this. If all this seismic chaos has buried Nightmare Inferno..."

"Then again, if Twilight and Trixie could escape, so could he," Celestia said grimly. "The security will remain." She looked back down at Twilight and Trixie, and allowed herself a tender smile. "But in any case, what's done is done, and no harm has come. So let's return to the castle."

—

Silence hung like the unsettled dust in the ruined chamber of Canterlot's catacombs. Nightmare Inferno watched with spread wings and an unreadable expression as his minions picked through the rubble. Barbell fidgeted at his side.

"Uh, boss," the brawny earth pony spoke up, "are you okay?"

"Me?" Inferno asked with a terrifyingly sunny countenance. "Oh, I'm just peachy, thanks for asking, everything is just _super duper_, how about you?"

Barbell shuffled his hooves. "Um...are you mad?"

"Mad? Me? Oh, no no no, not me, whatever gave you that idea," Inferno chuckled, "no, I'm not mad, far from it, I'm just," his fiery mane swirled up around Barbell and made the earth pony gasp in fear, "_absolutely livid_," the flames settled back down and Inferno's bright expression returned, "but you know, that's okay, we're okay, everything is okay, because I'm an optimist, and I know there's a glass half full somewhere around here, and the _reason_ I know that is that you, all of you," he gestured to the rest of the ponies with a sweep of his wings, "_all_ of you will _find_ me a reason to be optimistic! And I know _that_ because if you don't, I will incinerate every last one of you worthless maggots, so," his smile disappeared and he sent Barbell a glower that might have killed, "_get to work_."

Barbell scuttled off into the ruins and left Inferno back on his wrecked ledge to sulk—until, a moment later, Lazuli stepped up next to him sullenly.

"Figures, doesn't it," he snorted. "You know, I dragged her down here hoping she would fight that dragon skeleton and do enough damage at the stress points to break through where I couldn't—and then conveniently die, of course. Instead she buries the whole bloody thing and escapes to boot. Probably should've seen this coming." He sniffed in disgust. "That's the third time some stupid twist of fate has saved her skin."

"A-Actually," Lazuli said, pawing at the ground nervously, "I think I've found something—"

Inferno turned in a moment. "Go on."

Lazuli nodded for him to follow and he did, winding through a broken tunnel into a smaller chamber just off the main one. She motioned to a crack in the ground. Inferno stepped up to its edge and peered down into it—and the voice in the back of his mind rose in an angry crescendo, as far below he could see and feel the warm orange glow of roiling, molten lava.

A smile crossed his lips and he began to chuckle. "Lazuli! It's perfect! It worked after all!" He swept her up in his wings and planted a heart-stopping kiss on her lips, and then dropped her unceremoniously in a shocked heap on the floor. "It's beautiful! It worked! _It worked!_"

And with that, he threw his head back and the mountain shuddered at his laughter.

—


	16. Chapter 16: Questions and Answers

Nightmares

—

Chapter 16: Questions and Answers

—

No one could really blame Twilight and Trixie for wanting to just go back to their room and go right to sleep—not after running for their lives inside a mountain from a giant remorseless reanimated dragon skeleton. That meant Princess Celestia's spell would have to wait, but the princess herself didn't appear to mind.

Nor did Rarity, because at least it gave her the afternoon free for window shopping. Canterlot was where the finest clothiers made their name and it never hurt to know what the competition was doing. She trotted down the streets in the stylish business district, glancing approvingly or disapprovingly at the designs in the windows as their quality warranted, and quite enjoyed the crisp spring air wafting by at Canterlot's lovely elevation.

And yet window shopping didn't have all its usual charm today, because she remained distracted—and so she returned to the castle with a frown, filled with doubt...and that was how she bumped into Princess Celestia.

"Ah, Rarity," the princess said with an indulgent smile as Rarity went through the perfunctory bow, "I've been looking for you."

"Y-You have?"

"Yes," the princess extended a wing and guided Rarity along down a hallway, "I understand you've been involved in this whole ordeal with Twilight Sparkle and Trixie, and I've meant to ask about it." The princess frowned pensively. "How has she been doing?"

"Oh," Rarity fidgeted, "well, err, they seem to be getting along just fine."

Celestia arched an eyebrow. "Not a ringing endorsement."

Rarity hung her head. "I must confess, Your Highness, I can't help but worry. I'm no stranger to romance and matters of the heart, and I can't help but fear that Twilight is...setting herself up for a fall."

"How so?"

"She's...very attached," Rarity said with a grimace, "and I'm not sure Trixie is the kind of pony who would reciprocate with such an attachment." She glanced up and frowned at Celestia's inquisitive expression. "Twilight has apparently been afraid for some time now that once the Nightmare is eliminated, Trixie will have no reason to stay in Ponyville. She doesn't appear to like us and she's got quite a case of wanderlust, so..."

"So Twilight fears that Trixie doesn't take their relationship as seriously as she does."

"Y-Yes."

Celestia went thoughtfully silent.

"I mean, Twilight is not the most...socially graceful of ponies," Rarity went on nervously, "and I can only imagine how much it would devastate her if it turns out she's right, and..."

"And you don't want her to get hurt."

"Right."

Celestia smiled. "You're a good friend to be so concerned about her feelings," she said, "but I'm afraid the lessons Twilight Sparkle learns from this affair are lessons she can only learn for herself. And what Trixie does once she's free of the Nightmare is entirely up to her."

Rarity looked down at the floor sadly. "I know."

"That's the hard part, isn't it?" sighed Celestia.

—

The steam vent burst open into a shattered rocky chamber ringed with torches, and Lapis Lazuli watched with bemusement as Nightmare Inferno vaulted up out of the darkness and landed in front of her, flames dancing wildly from his mane and tail.

"Brilliant!" he cackled. "Absolutely brilliant! The vent goes all the way down to the magma chamber! It's still active, Lazuli, even after all these years, Celestia couldn't stop it all up!" He turned around towards the rest of his minions. "Well, good news, my friends: we're skipping ahead to the climax of our play!"

Barbell and his followers glanced around awkwardly at each other. "Uh, yeah, about that," the muscular pony began, "a lot of those skeletons—"

"Don't worry about them, I'll take care of that," Inferno said with a wave, and then he hopped up onto a large rock and turned towards Barbell and his ponies again with a dramatic sweep of his wings. "I know you've been waiting for this day for a long time—and it's finally here! You've slogged through the mud and infiltrated towns, you've stolen potion ingredients and cut throats and waited patiently for the day when your faith would be rewarded! All of Canterlot's riches, all the wealth of the mightiest city in Equestria, will soon be yours, my friends—as a token of the thanks of Nightmare Inferno for your faithful, tireless service!" He whirled around with a maniacal grin. "Now! One last push is all we need! All of Canterlot's gold, all of its silver, all of its jewels, all of it will be yours! Break open those vents and let's get this party started!"

With a hearty shout, Barbell and his ponies rushed off towards the vent. Inferno smirked as they dug in, with a disdainful Lazuli at his side.

"Bunch of ingrates," she growled under her breath.

"Now now, Lazzie, be nice," Inferno whispered back. "Soon we won't need them at all." He nodded towards the vent. "Everything will work out once _he_ has his way."

Lazuli looked skeptically towards the vent. "Assuming they can crack the vents open enough."

"Oh, by now it's all over," Inferno chuckled. "There's a weak point. All that remains is to hammer it relentlessly until it gives way. And that, dear Lazuli, is all on him." He grinned as a puff of steam burst up from the vent, with six ponies frantically clawing it open. "You know, up there they say revenge is empty and meaningless." Lazuli glanced at him inquisitively. "I guess it's easy to think that, when you've never had the occasion to want it. But we," he turned towards the shadows, "are going to prove them wrong."

—

Sleeping during the day always screwed up Twilight's internal clock, and that always meant she would wake up at some point during the night and not get back to sleep for hours. As she headed out of her room in time to see the brilliant purple sky after the sun had dipped down beneath the horizon, she idly wondered if being in love was supposed to result in so little sleep. And so as she stepped outside with a yawn, she immediately ran into Princess Celestia.

"P-Princess!" she exclaimed. "I'm sorry, I didn't see you—" She blinked. "W-wait, what are you doing here?"

Celestia laid a wing over her most faithful student with a soothing smile. "Am I unwelcome?"

"N-no, not at all, it's just—"

"Don't worry," Celestia chuckled, "I just wanted to talk." She guided Twilight towards a balcony, under Luna's dazzling constellations. "So how are things with Trixie?"

Twilight bit her lip. "F-Fine..."

"They don't sound fine."

Twilight hung her head and leaned on the rail, suddenly feeling very tired. "Well, I...princess, I don't think I was ready to fall in love."

Celestia smiled. "What makes you say that?"

"It's...it's so strange. And so stressful. And I'm scared that it's all going to end badly." She blinked away her tears. "Trixie doesn't like any of my friends and she doesn't want to stay in Ponyville. And...if she leaves, what does that make the last few weeks of our lives? Is she only staying around with me until she's got her magic back?"

The princess arched an eyebrow inquisitively. "But you still unhesitatingly brought her here," she said, "and you chased after that other unicorn in hopes of eventually restoring her magic."

Twilight scrubbed away the tears. "I know, princess," she said, and blushed as another memory bubbled to the surface. "I...during the train ride up here I used a conduit spell so that Trixie could use a little magic again, for a little while."

Celestia's eyebrows rose. "The conduit spell?"

"Y-Yes...I know it was dangerous, but I had to do something for her, and," she smiled sadly, "at least now she can't say I've never done anything nice for her, right? A-And it made her so happy, and...I can't let her just be a unicorn without any magic, cooped up in the library all the time. That's not her. I have to let her be her. And..." She squeezed her eyes shut. "And I don't even know if that's who I fell in love with."

"What do you mean?"

"She...said that she hadn't been herself ever since that first night in Ponyville," Twilight explained. "A traveling, boastful magician, I guess. That's what got me to try the conduit spell. And," she wiped away another tear, "when we finished, she told me that no matter what happens with your spell, it was something that she'd never forget. And I just wish I could know, somehow, once and for all, what it is she's really thinking. How she really feels. Because if I _knew_ that she would just leave as soon as she had her magic back, then," her ears drooped and the tears came again, "then at least I could accept it." She looked back up at her beloved mentor. "And that's why I feel like I wasn't ready for this."

Celestia smiled reassuringly and pulled her student close for a hug. "Oh, Twilight," she sighed, "everyone wishes they would've known what to expect from the feeling of love."

"I wish someone had figured it out," Twilight mumbled. "And written a book."

"And what would that book have said?" Celestia asked. "Would you have let some pony you've never met, writing who knows how many years ago, tell you what you're supposed to feel? Who would've been able to tell you that you'd fall in love with a boastful, prideful showmare that brought so much trouble with her?"

Twilight pursed her lips. "Rarity, probably. I bet this is all in those blasted romance novels of hers. I knew I should have read them."

Celestia chuckled. "Oh, you'll find _some_ things in there," she said, "but certainly not what you need. But it sounds to me like this problem has a simple source." She grinned. "You're thinking too much."

Twilight's ears went flat. "What?"

"It's true. You're thinking too much. Tell me, did you offer to use that conduit spell for Trixie out of some calculation to convince her not to leave Ponyville after her magic had been restored?"

"N-No! Of course not! I just wanted to make her happy!"

Celestia smiled. "And that's what it's all about, isn't it? That's what it means to fall in love someone: to feel yourself completed by the one pony in the world whose happiness you'd give anything—even your own magic—to ensure. And that's exactly what you did, Twilight Sparkle. Isn't it?"

Twilight stared down awkwardly at the floor. "I guess...I just wish I felt that way."

"But making her happy is what you wanted," Celestia said, "and that's what you have to do."

Twilight frowned and the tears returned once more. "Even if that means letting her go?"

Celestia's smile faded. "That's what you'll have to decide," she said, "together."

—

Night had long since fallen and a restless Twilight had long since gone back to bed when Princess Celestia decided to finally turn in for the night herself—but not before one last detail. In one of the darkening hallways of the castle, Celestia received Shining Armor's salute with a grim nod. "Report?"

"My troops have finished searching the city," he said. "They haven't found a single entry to the catacombs that hasn't been blocked by fallen rubble. If there was anyone down there before the collapse, there's no way they could get out. They'd have to dig their way out, and my troops are posted at every possible passage."

Celestia frowned. "Not even through the underground river, the way Twilight and Trixie got out?"

"Not at all, Your Highness. The ceiling came down behind them. If Nightmare Inferno was down there during the collapse, he must be trapped."

The princess frowned pensively. "Perhaps," she mused, "but I will take no chances with Canterlot's security. I will put General Mountainhide in command; half the troops here are his anyways. And I want triple patrols from the Royal Guard."

"Yes, Your Highness," Shining Armor said with a bow, "but what will we be looking for?"

"Anything." She glanced out a window, over the grand sweep of Equestria as it slumbered under Luna's watchful eye. "The Changelings caught us off guard. That must never happen again."

"Of course, Your Highness."

He saluted one more time and took his leave, and left Celestia standing alone in the hallway. Bad enough that she remained unsure just who Nightmare Inferno was—or used to be—and what it was he wanted. All she knew now was that Inferno, like the rest of the Nightmares, wanted to satisfy the anger and hatred that empowered him. And when a Nightmare sought that, it usually meant someone would be endangered—the only question was who, and how.

Celestia grimaced at the thought. Standing around and waiting for the opponent's next move was the worst way to play the game.

—

It did not fail to occur to Twilight Sparkle that her trips to Canterlot of late had a nasty tendency to get longer and more involved than she had expected. She'd gotten here two days ago and, in light of her exhaustion and late arrival, Princess Celestia had just sent her off to rest; then she and Trixie went running around the tunnels and caves beneath the city, and that wore them both out, so Celestia just sent her to rest again. And yet this whole thing had started with a spell she'd offered that might finally solve this entire problem once and for all.

But surely today would be the day. Twilight had destroyed Nightmare Inferno's lair and trapped him deep underground. That was, so far, the end of one Nightmare; now they just had to get rid of the second. And nothing could possibly interfere with that now.

Twilight stepped back out onto the balcony under the gleaming morning sun, where Trixie already stood, brushing her mane. "Well, at least we don't have to go running through mountains and whatever else today," Twilight said with a cheerful smile.

Trixie glared down at the city. "We'd better not. I'm still stiff from all that running yesterday."

Twilight nervously came to a stop at Trixie's side and thought back to Celestia's words last night. Together. They'd have to decide together. That was the important part.

"Um, so my friends and I were thinking of spending the day on the town if the princess's spell doesn't take too long," Twilight began. "Do you want to come?" Trixie frowned, but said nothing. "It might be a good idea," Twilight went on, ears drooping, "you know, to get to know them..."

"Do you not remember how I treated them during my show?" Trixie asked with an arched eyebrow. "To say nothing of how they've treated me since then—"

"Trixie, they're my friends! If you won't get along with them, then..."

"Then what?" Trixie turned around to face Twilight. "Then you're afraid I'll leave? Are we having this conversation again?"

"Well, we never actually finished having it," Twilight said, fidgeting.

"That's because we don't have to. You do." Trixie turned resolutely back towards the railing. "It's your decision."

"No it's not. It's ours. Both of us." Twilight stepped up next to her for a hug. "I want you to stay, but I know you wouldn't be happy if you did. And I want you to be happy more than anything else. So..."

Trixie stared back skeptically. "Since when did you have this self-destructive streak?"

"I'm serious!"

"I know," Trixie looked away in mounting irritation, "that's the worst part. I don't want to think about the future, and that's all you want to do. All I want is my magic back, and an open road before me. You want plans and categories and putting everything in neat little boxes." She shook her head. "That's not going to work."

Twilight looked down sadly towards the city below. "I know. That's why..." She wiped away a tear and steeled herself; as long as she could say the words without breaking down in hysterics, maybe this wouldn't be too bad. "That's why if you really want to leave after we get your magic back, I won't stop you."

Silence hung over them both for a moment. "You really are worked up over this, aren't you?" sighed Trixie.

"O-Obviously..." Twilight closed her eyes. "I...I guess I just want to know what I really mean to you. Because if I knew, if I really knew for sure, then...I guess then I could accept it if you left me."

Trixie sighed and stared disdainfully towards the sky. "Must all our conversations be this dramatic?"

"It's important!" Twilight cried. "I...I don't even..." She shook her head and swallowed another lump in her throat. "Do you remember what you said right before I suggested the conduit spell?" Trixie blinked at her. "You said you haven't been yourself, ever since that Ursa came through Ponyville. And I used that spell so that you could be yourself again, at least for a little while. But if the real you is someone who wouldn't be happy with me..."

"Twilight," Trixie sighed, "this isn't about you."

"W-What?"

"It's not." She turned around and pulled Twilight close enough for a hug. "Look, I don't really know how to put this nicely, so I'll just be blunt. Stop worrying so much." She frowned. "If being in a relationship has made you so unhappy, then maybe it's not something you should have done in the first place."

Twilight blinked. "W-What's that supposed to mean—"

"You keep talking about how you want to make me happy," Trixie said, "but that's only half of the problem. The other half is that you aren't happy." She waved in frustration at Twilight. "You're a nervous wreck. You don't sleep right, you don't eat right, you worry yourself sick about what happens when I get my magic back, and now you're on this self-sacrificial 'if you love something, let it go' kick." She shook her head. "I told you what I wanted already. I want my magic back and I want to hit the road, get back to doing shows, all the things I did before I showed up in Ponyville. I want everything to go back to the way it was before I ever walked into that blasted town. And maybe that'll be better for both of us." She arched an eyebrow. "I dare say you seemed happier before we decided we were in love than after."

Twilight hung her head and made no effort to hide her tears. "I-I guess I can't argue with that..."

"And besides," Trixie added, and pawed at the floor awkwardly, "you're...well, you're too nice to have to go through all this anyways."

"I-I am?" Twilight asked with a blush.

"Well, you could've made like your friends and just fried me with the Elements," Trixie said with a roll of her eyes.

"I know," Twilight said, "but...well, if you really are going to leave once your magic is back, I just want to know what I really meant to you, before you go." She frowned. "So...so at least I'll always know."

Trixie sighed. "For heaven's sake, Twilight, you act like I'm just going to wink out of existence the moment I get my magic back."

"Y-You're not going?"

"I don't know! I don't even want to have this conversation!" Trixie turned around with a huff. "Only you could have taken a cute little summer love affair and turned it into an existential crisis."

Twilight's ears went flat. "Gee, thanks." She cast her eyes down towards the city. "I just...don't know what I'm doing here, I guess. And I don't want to do something wrong, and...drive you away."

Trixie glanced over her shoulder back at Twilight. "If you were going to drive me away, you would've done much worse things to me long ago than get on my nerves now with your weird paranoia."

Twilight cringed. "W-Was that supposed to be a compliment?"

"Take it however you like. I don't want to have this conversation."

Silence again. Twilight plucked up her courage. "Trixie, you've never said it before, and no matter what else happens, I need to know. Do you love me?"

Trixie twitched nervously. "Twilight...I—"

They both fell silent at the sound of a quiet rumble—a quiet rumble that slowly got louder. Twilight and Trixie both peered over the edge of the balcony—where, far below, the streets of Canterlot were alive with motion. And far down below in an intersection, the ground splintered open and a white pony skeleton pulled itself out of the ground.

"Wha—what the heck is that?!" Trixie cried.

"Pony skeletons...?" Twilight's eyes lit up in recognition. "Wait! Inferno! He attacked us with a reanimated skeleton, and he had all those other skeletons down there with him!"

Trixie grimaced. "I thought we buried him."

"And yet he comes back at the _exact moment_ I ask you such an important question," Twilight grumbled. "Well, come on—"

Another crash sounded and caught their attention. Both ponies whirled around in surprise—where the floor behind them split open and three pony skeletons crawled out, flames dancing in their empty, black eye sockets.

—


	17. Chapter 17: Day of the Dead

Nightmares

—

Chapter 17: Day of the Dead

—

"Alright, so those are just skeletons," Twilight Sparkle said, "how dangerous can they be?"

The unicorn skeleton in the middle immediately lit up its cracked horn and launched a pulsing orange blast of magic at Twilight and Trixie; they both yelped and darted apart, and the blast instead seared its way through the railing behind them.

"Anymore ways you'd like to tempt fate?" Trixie growled.

The pegasus skeleton in front of them vaulted up into the air and charged down at them with a flap of its bony wings; Twilight seized it with a tendril of magic and slammed it down into the other two, shattering them all into a pile of disconnected bones.

"There!" she exclaimed. "See? Easy!"

Her ears went flat and Trixie rolled her eyes as the bones stirred and reassembled themselves in midair. "Easy," Trixie sighed.

"Wait a minute, the dragon didn't do that!" Twilight cried, and they both backed away as the skeletons stalked closer. "It went down as soon as I brought the boulders down on top of it! How—"

The earth pony skeleton lunged forward; Trixie squeaked in fright, backed up, and hit it square in the forehead with her hoof. The skull shattered like glass; the rest of the skeleton collapsed in a heap—and this time it didn't move. Twilight and Trixie blinked in surprise; the other two skeletons looked down at their fallen companion almost quizzically.

"Of course!" Twilight cried with a triumphant grin. "We knocked off the dragon's head and—"

"Hypothesize later!" Trixie shrieked, and the two ponies dove to the side as the unicorn skeleton fired another blast of magic at them. The pegasus lunged down at them again; Twilight ducked to the left and grabbed it by the skull with a burst of magic, then yanked hard and ripped the skull off the spine. The bones came down with a clatter; Twilight whirled around on the unicorn as it charged a spell and flung the pegasus' skull into it. As the unicorn recoiled under the blow, Twilight seized its own skull and pulled it off.

The unicorn's bones collapsed in a pile. Twilight glanced over at the floating unicorn skull, cringed, and dropped it. "I hope whoever these things used to be won't be mad that I'm wrecking their mortal remains."

Trixie poked one of the bones with her hoof. "I don't think whoever these things used to be gets a say in this."

The door burst open and both ponies jumped, but the relief was palpable as Applejack stumbled through the doorway. "There you two are! Twi, Trixie, are you two alright?" She blinked at the piles of bones in the room. "Err, well, guess that answers that..."

"We're fine," Twilight said. "Where is everyone else? I have a feeling we're going to need the Elements."

"Ah reckon so," Applejack said. "Ah sent Rainbow to go get the others. Glad you two're okay, though." She awkwardly nudged one of the broken skulls. "Uh, how did ya do that, anyways?"

"Knocked the skulls off," Twilight said—

"Or broke them," Trixie added.

"Either or."

Applejack blinked down at the bones. "Uh, okay. Figured that was how ya did it. So why're the dead walkin' the earth anyways?"

Twilight stepped out into the hallway, where a few more decapitated skeletons and crushed skulls lay, making for a rather disquieting sight. She shook her head and started off at a brisk trot, with Applejack and Trixie right behind her. "Inferno. He chased us through the caverns with a giant reanimated dragon skeleton. It stands to reason he can reanimate smaller skeletons too."

"Yeah, but Canterlot's swarmin' with 'em now," Applejack said, as she and Trixie fell in at her side. "An' if they're so easy to stop—"

"There has to be more to this," Twilight said resolutely. "But right now, the first thing we need to do is find the Elements, before someone else can separate us from them, like—"

The floor in front of them split open; the three ponies skidded to a halt as a huge feline skeleton with a bat's wings and a scorpion's tail rose up in front of them. It let loose an ethereal roar from its gaping mouth and lunged forward at them; Applejack stood her ground long enough to derail it with a sharp kick to the jaw.

The manticore skeleton roared again and brought its claws down; Applejack rolled out of the way, long enough for Twilight to hit it from the side with a blast of magic. The skeleton whipped around with its tail—only to have Applejack ram it again from the side and break it to pieces. It reformed itself in the blink of an eye—but that was long enough for Twilight to detach a chandelier from the ceiling and bring it crashing back down on top of the skeleton. The manticore roared one more time—and then it went silent as Twilight wrapped a cord of magic around its neck and wrenched the skull off.

Applejack watched in disbelief as Twilight dusted off her hooves and tossed the manticore skull to the side contemptuously. "Uh, what's got you all ticked off, Twi?"

"I am _really_ not in the mood for a zombie apocalypse right now," Twilight grumbled. "Come on. We're finding the Elements and fixing this mess."

Together, they rushed down a staircase and past the Royal Guards fighting off more skeletons. The streets were teeming as Canterlot's citizens ran for cover from the undead. Twilight paused by a window to watch the sight of the Royal Guard forming a line against a streaming charge of earth pony skeletons. They dug in their hooves and repelled an attack, but the broken skeletons reformed and tried again.

Twilight cringed. Almost a thousand years' worth of skeletons were coming back to the surface. They would be overwhelmed...

Rainbow Dash was waiting with a thoroughly horrified Rarity, a terrified and trembling Fluttershy, a decidedly creeped-out Spike, and a bouncy Pinkie Pie at the bottom of the stairs. "So anyone else getting a sense of déjà vu here?" she asked with a roll of her eyes.

"Come on, we're going for the Elements," Twilight said, and led the way through the rumbling halls of the castle. The tower that held the Elements was just across a short bridge, behind a pair of heavy oak double doors. Twilight flung the doors open with a bolt of magic—

...and then she and her friends stopped short on the threshold at the sight of the bridge before them, crawling with skeletons.

"I think I've had quite enough of the undead for one lifetime!" Rarity wailed. Twilight dug in her hooves.

"The Elements are on the other side of that bridge. We'll have to go through them! On three—"

"_Fire!_"

Twilight jumped in surprise at the sound of a loud voice—and then the sight of a storm of magic bolts raining down from above. She looked up over the door, where four unicorns of the Royal Guard stood, pouring blasts of magic down onto the bridge to clear its undead occupants. And then something landed in front of Twilight to startle her—and she yelped at the sight of her brother, determination in his eyes.

"Always bringing trouble with you, eh Twiley?" he sighed. "Although 'zombie apocalypse' is a new one." He took a step forward and planted his hooves on the floor. "Give them a few more moments and they'll have the bridge clear enough."

"O-Okay," Twilight said, and took the opportunity to glance over the bridge's edge—where down below, the skeletons coursed through the streets and the Royal Guard struggled to contain them. "Where's Princess Celestia?"

"Down by the library. She's okay. You just get the Elements—" he clamped his eyes shut, his horn flashed to life, and two glimmering barriers rushed up from the floor and swept the bridge clean of writhing skeletons— "_now!_"

Twilight sprang forward. "Let's go!" Together she and her friends charged across the bridge, through the hissing, shrieking skeletons as they tried to climb back up. Up ahead, Applejack kicked down the door to the tower, and seven ponies and a baby dragon dove through—

...and came to a stop at the sight of the Elements' vault, cracked open, the glittering necklaces and tiara floating in a sparkling cloud of red magic. Twilight scowled in frustration as she caught sight of Lapis Lazuli at the far end of the hall, suspending the Elements of Harmony in her magic with a victorious grin.

"Looking for these?"

Twilight disappeared in a wink of light and reappeared right behind Lazuli; the blue unicorn saw it coming and swept a leg into Twilight's hooves, sending her toppling to the floor. Rainbow charged forward with a gust of wind; Lazuli grinned and vanished in a flash of red light, the Elements disappearing with her, just in time for Rainbow to unceremoniously crash into the wall behind her.

"Hey, bring those back!" screamed Pinkie, who took off like a rocket as Lazuli appeared in the street below. Twilight picked herself up with a groan, peeled Rainbow off the wall, and vaulted out the window after the blue unicorn. Lazuli glanced over her shoulder as she charged down the street and hung a hard left. Twilight and her friends followed—

And then they stopped short as the street opened before them—and instead of Lazuli, they found six familiar ponies. Barbell and Razor Edge stood in surprise in the middle of the street, hitched to carts loaded high with gems, gold, and jewelry. Whiplash and Comet floated overhead; Castor and Pollux stood off to the side; no one moved for a long, tense moment.

Finally Rainbow Dash stepped forward. "Whiplash?! What the hay are you doing here?!"

Whiplash looked down at the golden goblet in her hooves, dropped it, and took off in a panic. Rainbow vaulted into the air and blasted after her.

"Rainbow, wait—" Twilight started—only for Barbell to unhitch himself and charge forward with a shout.

"I've put up with Inferno for too long to let you nitwits get in my way now!" he roared. Applejack threw herself into his path, the two crashed together, and went tumbling down the street in a flurry of swinging hooves.

"Well," Spike grumbled, "this is going swell—"

"Excuse me?!" Rarity exclaimed, and pointed towards Comet—and the necklace she wore, with a gigantic opal set in the middle. "Where on earth did you get that?!"

Comet looked down at her necklace—and then back up at Rarity with a smirk. "You really _are_ the Element of Generosity, you know—"

"How dare you!" Rarity cried. "Give that back this instant, thief!"

Comet took a sweeping bow. "Only if you can catch me!" She took off over Rarity's head.

The white unicorn whirled around with a huff. "Oh, you will regret that!" She took off at a gallop after the pink pegasus—and then Spike hopped off Twilight's back and rushed after her.

"What—where is everypony going?!" Twilight squawked.

"Ooh! I get how this works!" Pinkie chirped. "Come on Fluttershy!"

"Wait, what—" started Fluttershy—just before Pinkie grabbed her by the foreleg and launched them both at a stunned Castor and Pollux. They came together with a crash that sent them all rolling down the street.

Left behind, Twilight and Trixie looked around at the two deserted carts—and at Razor Edge, suddenly looking very uncomfortable.

"Wait a minute," Twilight said with an angry twitch in her eye, "you're the one who stole the key that let the rest of you goons break into my library, aren't you?"

"Wh-Whoa, hey, let's not jump to conclusions here—" started the gray earth pony—

Trixie frowned. "Weren't we going after the Elements?"

"Oh, this won't take long," Twilight said as her horn sparked to life.

The abandoned cart suddenly splintered under Twilight's magic, and one of the boards swung down towards Razor Edge. He yelped and ducked beneath it—just in time for two more boards to scoop him off the ground and pin him to the wall. The nails from the broken cart slammed into the ends of both boards and pressed the earth pony in; Razor Edge wriggled, but the boards pushed in further, and he smiled nervously at the annoyed unicorn in front of him.

"Um...sorry?"

Twilight headed off down the street with Trixie in tow, feeling a little better, as the Royal Guard swept in to deal with the trapped Razor Edge. Somewhere out there, that tall blue unicorn had taken off with the Elements of Harmony—which was troubling. But there were only six ponies that could use them.

—

Lapis Lazuli dumped the Elements of Harmony down in front of her master with a triumphant smile. Together they stood in one of the caves near the city, which opened out onto the yawning volcanic crater. Nightmare Inferno stood on the ledge, horn bright and shining—and tendrils of red light snaking their way down the crater. Lazuli could already hear the voice growing ever louder, ever more impatient, as its freedom drew ever nearer.

"Well done, Lazzie," he chuckled. "And I trust everything else is going well?"

"They've already figured out the skeletons' weakness," Lazuli said.

Inferno smiled. "Perfect."

"P-Perfect?"

"With thousands of skeletons streaming through the streets, they'll be too busy chopping off skulls to figure out how to stop us," Inferno explained, "and with the Elements in our control, they won't have any way of doing it anyways. And what about Barbell and his flunkies?"

"They ran right into Twilight Sparkle and her friends, just as planned. They'll be taken care of."

"Excellent." He closed his eyes and breathed in the smoky fumes from far below. "It's all coming together, Lazuli. Five hundred years I've been at this and it's all starting to pay off. And none of them have any idea."

—

"Get back here!" shrieked Rarity as she charged down the street with Spike on her back, after a low-flying Comet. The pink pegasus glanced over her shoulder with a sneer and rounded a corner; Rarity barreled after her. "Don't think you can just run away after _robbing my boutique!_"

Comet ducked over an overhang and hung a hard left. "As if you were going to do anything with a jewel this beautiful!"

"Of course I would! And that doesn't give you any right to steal it!"

The pegasus came to a stop in midair with a grin. "The only right you've got is the right you can defend. Speaking of which—"

She charged down, reached out with a hoof, seized Spike by the tail, and rocketed up into the sky.

"_Spike!_" Rarity cried; Comet retreated higher with a laugh, leaving Rarity standing alone in the street. "Well," she growled, her horn flashing to life, "two can play at that game."

Up above, Spike flailed as Comet dragged him through the air and turned himself around. He took a deep breath—only for the pink pegasus to shove a hoof into his mouth.

"I wouldn't do that if I were you," she chuckled. "You burn me and I'll drop you, and you'll turn into a little dragon pancake."

Spike looked down at the ground—awfully far below. "P-Point taken."

"Now then," the pink pegasus went on with a smirk, "I hear adult dragons will trade something from their hoard in exchange for a hatchling, so—"

"Oh no you don't!"

Comet whipped around—just in time for a rock to connect with her head and send her staggering back. She blinked away the stars and looked back down towards the ground in disbelief...and found none other than Rarity soaring towards her on a pair of translucent butterfly wings.

"_What?!_"

"Let him go!" Rarity cried; she launched herself up at the pegasus. Comet darted to the side and ducked back down towards the city. Rarity followed with a buzz of her wings.

"Now they can grow bloody _wings_," Comet groaned, "well, you're still a just a unicorn!"

"Not so confident now, are you?!" laughed Spike.

Comet swung him down just in front of a passing building and yanked him back up at the last second. "Keep your mouth shut, lizard."

She veered up around a tower—but then Rarity slid into her path from below and nailed her across the face with a lightning-fast hoof. Comet shook her head and rocketed upwards; Rarity followed.

"W-Wait, don't!" Spike shouted. "The wings—"

Comet glanced back and found smoke rising off Rarity's butterfly wings. She smirked and climbed higher. Down below, Rarity ground her teeth and silently wished these blasted things were less fragile. And with one last burst of speed, the wings evaporated into smoke—but Rarity planted her hooves on the end of Comet's tail. The pegasus lurched backwards at the added weight.

"What on earth are you doing?!" she shrieked. "Let go!"

Rarity grinned back and yanked Comet's tail; the pink pegasus veered downwards, wings straining. Rarity reached up to grab one of her back hooves and then pulled her to the right, sending her streaking off course. Comet kicked back at the clinging unicorn; instead of connecting, Rarity grabbed the other hoof, reached forward to swipe Spike from her grasp, and then steered the pegasus down towards the city.

"You fool!" Comet screamed. "We're going to—"

"Crash?! Don't mind if I do!"

Comet swerved down towards a hanging wooden sign; Rarity leapt off at the last second, rolled down a roof, and landed with a _thump_ with Spike on her back—and then winced at the resounding crash as Comet impacted.

"Well," Rarity huffed, "that went well. Spike, are you alright?"

Sitting on Rarity's back with a look of complete amazement, Spike barely managed to bring himself back to reality. "Y-Yeah, but—you saved me! Rarity—" He threw his arms around her and Rarity felt her heart melt a little.

"I know, darling, my mane must be a fright to behold."

A howl of pain interrupted her reverie and they both looked up at the wooden sign hanging overhead, through which Comet was stuck with her wings hanging down limply at her side. "The _instant_ I get out of here—!" she shrieked.

Rarity scowled, her horn glowed, and she yanked off the necklace around Comet's neck. "And I'll take _that_ back, thank you very much."

Comet blanched. "H-How dare you!"

Together, Spike and Rarity headed off as Comet threw insults after them. "Well," Rarity said with a self-satisfied smile, "at least Rainbow Dash can't say I've never done anything daring anymore. Now, I do believe Twilight was chasing our missing Elements?"

Spike grimaced. "Oh yeah, that. I forgot...what with getting kidnapped and all."

He hopped onto Rarity's back and she took off at a gallop into the city.

—

Princess Celestia frowned in frustration as General Mountainhide delivered his report. The skeletons were everywhere and it was all the Royal Guard could do just to hold their ground. Almost a thousand years' worth of skeletons were clawing their way to the surface, and as Shining Armor had reported, someone had made off with the Elements of Harmony.

A snarling manticore skeleton lunged up from beneath a bridge towards Celestia and her retinue. The princess whirled around towards it, horn lighting up with magic; the manticore stopped in midair. She wrenched the skull off the spine and tossed the bones to the pavement with a clatter, then turned back again towards her soldiers. "This will never end if we don't find Inferno and stop him," Celestia said.

Shining Armor stepped forward. "Then I'll find him myself—"

"No," Celestia cut him off, "you're going to recover the Elements of Harmony and get them back to Twilight and her friends, and _they_ will find Inferno."

Mountainhide and Shining Armor shared a skeptical look. "We'd leave Canterlot in the hooves of six ordinary ponies?" the hulking general mumbled.

"Not six ordinary ponies," Celestia said, and she turned back towards the city in chaos, "the six ponies who can use the Elements. They will find Inferno, and when they do, they will destroy him. We will take no more chances."

Princess Luna appeared from behind a tower and swept down to Celestia's position. "The Night Guard is activated!" she cried. "But these skeletons are—"

"I know." Celestia stared down at the skeletons streaming through the streets. "This can't be the extent of his plan..."

As if on cue, the world began to shake—and Celestia looked up in surprise at the dark clouds beginning to gather in the sky around its summit. The mountain shook again, and this time cracks began to appear at its peak—cracks from which black smoke began to drift.

Celestia's eyes went wide in horror. "It can't be..."

"What?" asked Luna.

The solar princess turned back towards her soldiers. "Mountainhide, you are in command. Shining Armor, find the Elements. Luna, come with me." The two princesses immediately took to the air.

"What is it, sister?" Luna asked.

Celestia nodded to the mountain. "Of course raising the dead isn't Inferno's plan. It's something else. Much worse."

—

Applejack yelped in surprise as a pot came crashing into the wall just above her head. She skittered to safety as a couple of barrels came at her next. Whoever this Barbell fellow was, she at least had to give him credit for strength. Up ahead, Barbell whipped around in front of a street light and knocked it over with a hard kick; Applejack rolled out of the way and adjusted her hat as she came back up on her hooves.

"Pretty slick there, big guy!" she said. "But you'll have to do better than that!"

Barbell found another barrel and hurled it at Applejack's head; she ducked down to the ground and then scampered away as he flung loose rocks at her. "Always has to be _something_ to get in my way, isn't there?!" He stormed forward with a roar of hooves and sent Applejack diving to the side under an awning—and then Barbell knocked down one of its supports with a loose rock and brought the whole thing crashing down on top of Applejack. "Now _stay_ down!"

The brawny earth pony stomped off down the street, and Applejack smirked as she pulled herself out from under the mess with hardly a scratch—and, indeed, armed with a length of rope liberated from the awning cover. She crept after the huge earth pony as he bucked down the door to a jewelry shop and started scooping its contents into a big brown sack.

Applejack's ears twitched at the sound of hooves on the pavement—or rather, bones on the pavement. An idea sprang into her mind and she sprang out of hiding into the jewelry shop's doorway. "So ah see ya got a taste for jewelry!" she yelled, and Barbell whirled around with a glare. He flung a chair at her; she ducked under it and advanced forward.

"Don't tempt me, farmer," he snarled—and then grabbed the sack of loot and plunged through the window, out into the street—and out into the path of a coursing stream of skeletons. They plowed into him head-on, and Applejack had to admit she was a little impressed at how he withstood the blast of bones; his stolen jewelry, however, was lost to the crowd.

Applejack darted forward as the skeleton swarm subsided and left a battered, trembling Barbell in the middle of the street. He turned around—only for Applejack to slide into him and knock him onto his back. And before he could get up again, Applejack flung the rope around his legs and trussed him up with expert precision—and then, as the final touch, she tossed the rope over a balcony overhead and suspended the brawny earth pony in midair.

Barbell spun around towards her with a look of pure hatred on his upside-down features. "Don't laugh, you little brat! The _instant_ I get loose—"

"You're welcome, partner," Applejack said, and doffed her hat for a bow of her head. "Teach ya to pick a fight with me." Barbell wriggled against the rope and screamed at her as she galloped away. That was easy enough, she figured; now to find those Elements...

—

"W-Why do we have to be so violent?"

Fluttershy's question went unanswered as Castor and Pollux flung bolts of magic at one end of the street and Pinkie Pie danced through them all with a storm of hysterical giggles at the other end. Pinkie somersaulted up in the air and then landed on one hoof, leaving the two unicorns aghast.

"How did you dodge _all of those blasts?!_" squawked Pollux.

"Well I ate a lot of jello one time, and you know how jello is always quivering, and—"

"_Shut up!_" Pollux screamed, and fired a huge blast straight at Pinkie—which she easily avoided.

"That wasn't very nice—" started Fluttershy.

"Jeez! Someone's cranky!" Pinkie exclaimed. "You should really do something about that! It's totally not healthy to be all twitchy and ragey all the time!"

"Oh, now you're making fun of me too, is that it?!" Pollux snapped, sparks dancing from his horn.

"Well she does have a point," drawled Castor.

"Not you too!" The red unicorn wheeled around on his brother. "Lemme guess, I have to align my energies right or something?"

"I don't get why you never take the theory seriously," Castor sniffed. "It would do you a world of good—"

"Oh, get stuffed! I don't need your stupid hocus pocus!"

"It's not hocus pocus! There's tons of evidence—"

"No there's not, it's just stupid—"

They both fell silent as something landed hard in front of them—and one thundering blast from the party cannon later, they found themselves pinned to a wall at the far end of the street by a huge, quivering blob of brown goo.

Pinkie blinked in surprise and peered down the cannon's barrel. "That's weird! I could've sworn I had balloons and confetti in here—unless! Wait! I remember! I put a bunch of sugar in here and it must have caramelized!"

Fluttershy looked back and forth between the immobilized unicorns and Pinkie's weapon of mass party application. "Why did you have sugar in the party cannon?"

"Why _wouldn't_ I have sugar in the party cannon?"

Fluttershy frowned. "That's...a good question."

"Well, now that that's all taken care of," Pinkie put the party cannon away somewhere in her mane and Fluttershy tried not to think about it, "maybe we should go see what super duper happy fun times everyone else is getting into, huh?"

"B-But what about them?" Fluttershy pointed down the street—where the immobilized and caramelized Castor and Pollux had apparently settled for screaming at each other.

"Oh, they can keep each other company," Pinkie giggled. "Let's go!" She bounced off down the street, and Fluttershy followed with a shake of her head.

—

"So," Trixie spoke up as she and Twilight Sparkle galloped down Canterlot's streets in search of a tall blue unicorn with a red mane and six artifacts that just so happened to house the most powerful magic known to Equestria, "what exactly am I doing here again?"

"Being a supportive marefriend and loyal citizen of Equestria," Twilight answered testily.

"Oh, right, well, 'go team go. Woo hoo.' Can I go hide now?"

Twilight rolled her eyes. "You'll probably be safer with me anyways. If Inferno wants to raise chaos here—"

"I'm sorry," Trixie laughed, "but it was your idea to go down into Canterlot's disused, unexplored catacombs, and get us chased around by a giant fire-breathing zombie dragon skeleton."

"I thought you were over that!"

"It was _yesterday!_"

Twilight huffed in frustration and came to a stop in a bone-strewn intersection. "If we don't find the Elements, we won't have any way of stopping Inferno," she said, "and filling the streets of Canterlot with the undead can't be the only thing he's got planned."

Trixie arched an eyebrow. "How come you're not trying to save him too?"

"If you've got any ideas as to how, feel free to share." Twilight looked up nervously at the mountain—where the cracks were deepening, the clouds were darkening, and smoke was rising. "What is he up to...?"

—

Darting across the darkening sky, two pegasi whirled around each other and wove their way through the towers and turrets of Canterlot. Rainbow Dash squinted up ahead at Whiplash and fought down all those feelings of anger and betrayal. She could beat answers out of the demented pegasus later—but first she'd have to catch her. And far be it from her to admit to any doubt, but this one would be a doozy.

Rainbow cringed as she forced herself up from a steep dive to follow Whiplash's almost ninety-degree turns. These maneuvers shouldn't even have been possible; the pegasus up ahead flew a box around one of the towers and then dove down into the streets. Rainbow followed as fast as she could, but there was no way to turn that tightly—not without breaking something.

"So you really were working with the guy trying to hurt my friends!" Rainbow shouted.

Whiplash made a terrified face and sped up; Rainbow scowled and gave chase. Apparently she'd have to knock the crazy pegasus down if she wanted answers.

The chase wound its way under a bridge. Whiplash jetted behind one of the columns, then rocketed back out as Rainbow passed through and went streaking the other way. Rainbow pulled up in as tight a turn as she could manage and blasted off after Whiplash. Rainbow wound a tight turn around a tower after the other pegasus—but Whiplash snaked her way down between two more buildings and slipped away. Rainbow watched her go, licked her lips, and took off above to gain some altitude. Hopefully no one would notice all the breaking windows...

And then with a thundering blast, Rainbow Dash launched herself forward in front of the iridescent shockwave of a Sonic Rainboom. Whiplash turned around in surprise—just in time for Rainbow to slam into her with a lightning-fast kick that sent the other pegasus tumbling down into the city. She crashed into the side of a tower and hit the ground hard—and a huge chunk of plaster came down with her and landed on her wing. Rainbow cringed at her painful scream; that had been no fun when it had happened to her.

Then again, if you didn't want Rainbow Dash beating you up, you shouldn't have been a bad guy.

Rainbow landed next to a tearful Whiplash, struggling to free her wing. She trembled in fear at the sight of the other pegasus' approach. "A-Are you going to hurt me?" she asked.

Rainbow blew out a tired sigh. "No more than I already have." She shook her head. "Whiplash, why? You were working with someone who's been trying to hurt my friends. You hid it from me. And I _trusted_ you! Why?"

"Th-They're my friends!" Whiplash cried.

Rainbow arched an eyebrow. "Are they? Really?"

Silence descended over them both for a moment; Whiplash hung her head. "No," she said quietly, "not really." She closed her eyes. "I guess I don't actually have friends, huh."

"You had me," Rainbow said. Whiplash blinked at her. "Well..._had_. After all this..."

"Th-They said they'd be my friends!" Whiplash wailed. "And they said as long as I did stuff for them, and as long as I helped them steal stuff..." She trailed off and buried her face in her hooves. "And...I guess that doesn't matter now, huh?"

Rainbow cringed at the sight of tears in her eyes. "You lied to me, Whiplash. You lied to me to protect someone who's trying to hurt my friends."

"I know." Whiplash looked back up at Rainbow Dash and even the most loyal of loyal ponies couldn't help but feel bad about all this. "I-I'm sorry."

Rainbow closed her eyes. "So am I, Whiplash."

She took to the air with a sigh.

—

The mountain roiled and rocked as the moment of truth came near. Lazuli watched in amazement as Nightmare Inferno stood on the ledge over the churning cavern below—where smoke was gushing up like water, the rocks were rattling below, and the voice that haunted them all beat against their skulls like a drum.

"For a thousand years you've been trapped down there!" bellowed a grinning Inferno—and the mountain rumbled back. "A thousand years since you were most shamefully imprisoned, and the wretched ponies of this land made off with the riches of your hoard! No food, no sky, no hope—until now!"

The mountain roared; Lazuli shivered as sparks began to fly over the cavern.

"And for five hundred years your voice has filled my ears!" Inferno continued, the flames of his mane and tail lashing out around him. "For five hundred years, _together_, we've searched for a way to free you from this terrible torment!"

The mountain roared again—and this time Lazuli jumped in surprise as something slammed into the rocks down below and shook the ground beneath them.

"Answer me, my friend!" cried Inferno. "Who put you down there?!"

The mountain shuddered. "_Celestia!_" it bellowed back.

"And now," Inferno's horn lit up—and with a flash of light he launched a pulsing column of magic down into the caverns, sparks dancing around him, the mountain shaking at every step, "now that I have set you free, what is the first thing you are going to do?!"

The mountain bucked, the rocks below shattered, and from the shadows emerged a huge, scaly, clawed black fist.

"_DESTROY HER!_"

Inferno grinned.

"Perfect."

—

Princess Celestia and Princess Luna landed with a _clack_ on the pavement. Up above was one of those menacing cracks in the mountainside—and off to the side, Twilight Sparkle and her friends were converging in a small square. Celestia frowned at the sight of the six ponies without the Elements of Harmony.

"One of Inferno's minions made off the with the Elements!" a breathless Twilight explained. "We tried to chase her, but the skeletons—"

The mountain shook again; Celestia whirled around towards the mountain at the sound of all too familiar laughter from that fissure. Flames licked out from the opening—and Nightmare Inferno emerged with a cackle.

"Glad we could all make it to this most spectacular of spectacles!" The black pony landed on an outcropping as the mountain rumbled behind him.

Celestia fixed her eyes on Nightmare Inferno. "It's been a long time, Firemane."

Inferno blinked in surprise—as did everyone else in the square. "Firemane?" Twilight echoed. "You know him?"

"I would know that voice anywhere," Celestia said. "And I would know this craven, callous disregard for the lives of others anywhere too!"

Inferno grinned. "Firemane, huh? I haven't heard that name in _centuries_."

"Who was Firemane?" Luna spoke up.

Celestia spread her wings. "Five hundred years ago, he was one of my advisors," she explained. "He conducted experiments on immortality. He created Nightmares in pursuit of eternal life. I threw him out of office; in revenge, he tried to create a monster that would destroy Canterlot. I banished him—"

"But you never were one for capital punishment, now were you, Celestia dear?" Inferno cackled. "Would've saved you a lot of trouble, let me tell you!"

"Yes," Celestia said as her eyes narrowed, "and now look at you, the very same rotten monster you tried to control. We may not have the Elements," her horn lit up with golden light, "but I will still put an end to your reign!"

The mountain shook a third time—but this time far more violently than before, and everyone in the square hunkered down or lost their balance, as Nightmare Inferno's laughter rang through the air. "Don't get too full of yourself, Celestia!" he roared. "I have a special fate planned for you—an old friend, who's just _dying_ for a reunion!"

Celestia's jaw fell. "Y-You wouldn't dare—"

The world lurched; the top of the mountain split open; something emerged from its depths; a blood-curdling, shrieking roar filled the air. Up above, the dark clouds roiled and swirled around the broken mountaintop—and then with a burst of light and a flare of molten lava, a massive black dragon spread its wings and lifted its head towards the sky to roar.

Down below, Twilight looked up at the gigantic dragon, dripping with lava, and grimaced as its roaring laugh sounded over Canterlot.

—


	18. Chapter 18: Blackwing

Nightmares

—

Chapter 18: Blackwing

—

"So, sister," started Luna with a nervous look on her face, "would you be so kind as to explain what in the world _this_ is all about?"

All of Canterlot trembled in the shadow of a massive black dragon, eyes glowing bright, bloody red and wings stretched over the seething city. It threw back its head and launched a towering plume of flame into the heavens.

"That is not someone I ever wanted to see again," Celestia groaned.

"Who is it?" Twilight asked with a shudder.

"That, my friends, is Blackwing, emperor of the dragons." Celestia glared up at the dragon as it stretched and howled with delight.

"E-_Emperor_ of the dragons?!" Fluttershy squeaked, and immediately hid behind Pinkie Pie.

"Wait, you mean there's someone who can actually boss _dragons_ around?!" cried Rainbow Dash.

Celestia fixed her gaze on the glowing red eyes of an old foe. "Blackwing led his followers into Equestria to take over. I defeated him and sealed him inside the mountain, and built Canterlot over him to maintain the seal."

Trixie cringed in Blackwing's vast shadow. "Well that sure seems to have gone splendidly."

Up above, Blackwing reared back with a roar and launched another tower of flames into the sky. He looked down towards Canterlot and saw his prey below—but Celestia immediately rocketed up in front of him to command his attention.

"Ah, Celestia," the dragon laughed, and the world shook at the rumbling sound of his voice, "I am pleased I did not have to look far to find your worthless hide."

Celestia put herself between her city and her foe. "You forget, Blackwing, that I defeated you once before and I can defeat you again!"

"And," added Luna's voice as she darted up next to her sister, "now you must face _both_ of us!"

Celestia smiled at the sound of that—but so did Blackwing. "If you both wish to die," he chuckled, "then I'll be happy to oblige!" He threw back his head, took a deep breath, and sent a blinding column of flame at the two princesses. They dove apart and let the flames pass between them, and then swept around the huge dragon.

"So how _did_ you defeat him, sister?" Luna started.

Blackwing howled as he closed in with a swipe of claws and a snap of jaws.

"We'll just use the same plan I used last time," Celestia said breathlessly, as the two ponies veered off and Blackwing gave chase.

"Which was...?"

"Improvise."

Blackwing roared and launched fire at them again, and the two princesses veered off and fired back with a wave of magic bolts.

—

Down below, Twilight pointed up angrily at a gleeful Inferno. "This was your plan all along, wasn't it?! You were going to release him and let him wreak havoc!"

Inferno smirked and glanced over his shoulder as Lapis Lazuli emerged from the cavern. "Beautiful, isn't it?"

"And give us back the Elements!" Twilight shouted. She lit up her horn to prepare a teleportation spell—

Then the ground in front of her split open and threw her on her back, and from the shadows emerged a fanged skull and a long trail of ribbed vertebrae—and with a shrieking hiss, the skeleton of a gigantic snake rose up from the ground and glowered down at the ponies below, fangs gleaming.

"Fascinating, the things you can find down there in the catacombs!" laughed Inferno, and he turned and headed back into the cavern with Lazuli. "Have fun!"

"Fine, so we have to beat this thing first?!" Rainbow Dash cried. "Let's do it!" She rocketed forward and veered around the snake's head—but then its tail came blasting out of the ground, wrapped itself around Rainbow's body, and flung her back into her friends. They skittered back as the snake let loose an ear-splitting shriek. It lunged forward at them; Twilight blasted it back with a bolt of magic.

"Since when were snakes this big anyway?!" Twilight cried.

Applejack got back to her feet. "All we gotta do is yank the head off, right?"

Twilight nodded. "Just get it to sit still long enough for me to get a hold on it."

Applejack adjusted her hat with a grin. "Let's get to it, gals! One headless giant zombie snake, comin' up!" She sprang forward, twirling a lasso over her head; she swung it up and looped the rope around the snake's neck, then yanked it hard to pull it to the ground. The snake, not to be deterred, let out a bone-chilling scream and tugged back on the line, sending Applejack flying through the air. Rainbow Dash swooped down to catch her, then ducked aside—just in time for Pinkie Pie to bring the party cannon to bear. But before she could douse the snake in cotton candy, its tail lashed up from the ground and flung both the merriment-based ordnance and its operator to the side.

Spike let out a sigh. "Stirring performance."

"That's it!" cried Rainbow Dash; she darted up into the sky with a loose brick in her hooves and flung it down at the base of the snake's skull—and then drooped in disappointment as its ribs slid up like a cobra's hood to deflect the blow harmlessly. "Oh, come on!"

The battle paused at the sound of another screech, this one from up above—and Twilight cringed as up above, Celestia and Luna barely dodged a sweeping blow from Blackwing's enormous claws. "That's not going too well either..."

Rainbow Dash skidded to a halt as the snake skeleton thrashed above them. "We've kinda got our hooves full down here!"

At Twilight's side, Rarity ducked as Pinkie Pie and her party-based weaponry went sailing away from another blow from the snake's tail. "If only we had some gigantic ghastly brutish thing on _our_ side!" She levitated Pinkie and her increasingly battered party cannon back to the front.

"Yeah, uh, if you guys expect me to fight that dragon up there, I'm afraid you're gonna be disappointed," Spike added.

Applejack landed with a _thump_ as the snake screeched victoriously. Rarity darted forward with her horn sparking to life; a swirling, twisting strand of light danced in front of the snake's face. The giant skeleton stared at it almost quizzically for a moment—and then it roared again, fangs flashing, and Applejack leaped across the way to knock Rarity aside as it brought its fangs down into the pavement with a crash.

"Goodness! I thought snakes were supposed to like things like that!" Rarity cried.

Twilight circled around behind it and fired a blast of magic at the back of its skull—but the hood snapped open again and deflected it off into the sky. The snake's tail ripped its way out of the ground and nearly grabbed the purple unicorn—but then Trixie came charging out of nowhere to yank the tip of its tail off and fling it into the nearest wall. The snake whipped around in rage, but it was a long enough distraction for them both to get away as the snake reassembled its tail.

"Jeez, two big problems at once is no fair!" snapped Rainbow Dash.

From the safe protection of a lump of rubble, Fluttershy popped up. "W-Well actually, um, I could..." She looked up at the giant flailing snake skeleton, squeaked in fright, and hid again. The snake lunged up into the air after Rainbow Dash; she darted back down to the ground and zipped underneath it. Instead of tying itself into knots, the snake swung out with its tail, caught her in the side, and sent her crashing into Fluttershy's hiding place.

"Ow," she groaned, and slowly got back to her hooves.

"R-Rainbow Dash! Are you okay?"

Rainbow shook her head and looked back up—where the skeleton was deflecting another blast from Twilight with its hood, and snapping its huge fangs at Applejack as she tried to get the lasso around its neck again. "Could be going better, huh," she grumbled. Another roar split the air overhead, and they both looked up to see Celestia and Luna on the run from Blackwing's furious fire. "So could that."

Fluttershy's ears went flat. "If only we had a big scary dragon on our side..."

Rainbow Dash's eyes lit up and she grabbed Fluttershy with an eager grin. "Oh, but we _do!_"

Fluttershy stared back for a moment, confused—before comprehension dawned and she started to go pale. "B-But—"

"You're the only one who could talk him into it!" Rainbow exclaimed. "Come on, Fluttershy! Do it for Equestria!" Fluttershy fidgeted. "For the princesses!" Fluttershy's eyes darted back and forth. "For...I dunno, the bunnies!"

Fluttershy twitched. "W-What if he's mad that I woke him up?"

"Then you Stare him into submission or something! You're the crazy animal trainer here!" Rainbow put on a reassuring smile. "Come on, you can fly almost as fast as me when you have to! And if there was ever a time where we need you to do that..."

"Okay," Fluttershy said quietly, "I-I'll do it—"

"Great!" Rainbow Dash gave her a bone-crushing hug. "You can do it, Fluttershy. We're all counting on you."

"O-Okay..."

Fluttershy took to the air and Rainbow Dash leapt back into the fight. "W-Where's Fluttershy going?!" Twilight cried.

"Getting reinforcements!" Rainbow shouted back with a grin. She looked back up at the snake—and Applejack screaming bloody murder as it swung her around with the lasso around its neck. "So, uh, how's Sir Hiss-a-Lot going here?"

Rarity went flying as the snake's tail hit her and she skidded to a stop at Rainbow's feet. "How does it _look_ like it's going?" she snarled.

"We just have to get that thing distracted enough," Twilight said, and she pawed the ground and readied a spell at the tip of her horn. "If you can get in there and draw its attention, and just get it to sit still for a second..."

"_Stop right there, you ectothermic undead monstrosity!_"

Everyone, including the snake, stopped in surprise—and the hulking skeleton turned in apparent bafflement to face a blue unicorn standing atop a heap of rubble. Down below, everyone else watched, jaws falling open.

"That's right!" screamed Trixie, swinging her tail back and forth rhythmically, "I'm talking to _you_, you stinking reanimated pile of calcified squamate!"

Applejack blinked. "Are those even _words_ she's usin'?"

"Technically," said Twilight, and her horn glowed again, "now just stay very still."

"Yes, that's it, you overgrown worm!" Trixie yelled. "I bet you can't even open your jaws wide enough to swallow me!" The snake reared up and did just that; Trixie blanched. "Well...um, so what?! I'm still not scared of you! A musty old pile of bones could _never_ compete with the _Great and Powerful_—"

The snake lunged with a screech and Trixie slammed her eyes shut—and then the long skeleton lurched back as its neck glowed pink. It gave one final shriek of outrage before Twilight wrenched its skull off its spine, and the whole pile of bones came down with a clatter.

Twilight let out her breath and dropped the skull unceremoniously—and then looked up in disbelief at Trixie. "'Reanimated pile of calcified squamate?'"

Trixie fidgeted. "I, um, may have read some of those biology books when I was, you know, bored..."

"Very clever!" cried another voice—and they all turned in surprise towards the fissure up above, where stood Lapis Lazuli with a scowl on her face. "I see we'll have to raise the stakes!"

The ground shook again—and another swarm of pony skeletons dug their way out, as Lazuli retreated back into the shadows.

Rainbow Dash scowled in frustration as she hunkered down in front of the advancing mob. "Okay, this is just getting ridiculous!"

—

Lapis Lazuli rushed back down through the caverns to find Nightmare Inferno standing at the ledge, looking out triumphantly over a shattered rock dome—and the roiling magma beneath it. He glanced indifferently over his shoulder.

"What's got you all worked up?" he asked.

Lazuli came to a stop at his side, breathless. "The Elements, they're on their way," she gasped. "I raised up more skeletons to stall them like you said, but..."

"Oh, them," he sighed, and cast one more glance down into the magma before he turned towards Lazuli. "And when they break through the pony skeletons I'll of course be defenseless and they'll kill me at long last, even though _you_ have the Elements?"

Lazuli fidgeted. "It's just...we've come so far and we're so close now and—"

"And if they stopped me, all the years you've spent loyally supporting my plans would be naught but ash," Inferno said, as he slowly circled around Lazuli.

"O-Of course."

"And you would hate them for that."

"W-We've come too far for them to stop us like this, master—"

"And you would _hate them_ for that."

"Yes!"

A ring of flames sprouted up around them as Inferno grinned. "Does that hatred burn within you? Does it pulse and writhe and scream out for blood? Does it haunt your every step, your every moment, your every thought?"

Lazuli began to tremble as the flames rose around them and closed in. "Y-Yes, master!"

"Good," purred Inferno, "then I can give you what you want the most in this world, Lapis Lazuli."

The flames wrapped around them both.

—

Blackwing howled with pain as one of Luna's blasts struck home in his chest. He whipped around, claws at the ready, and slashed furiously at the blue princess. Behind him, Celestia charged up a blast of her own—but he swung back with his spiked, bladed tail and nearly caught her. The black dragon whirled around, wreathed in flame, and launched a blazing fireball at Celestia that sent her skittering back for distance.

"It takes all of my strength to pierce his scales!" Luna cried. "What are we going to do?!"

Celestia opened her mouth to respond, but Blackwing fired another plume of flame at her. "You will die, is what you will do!" he roared, and brought his claws down in a mighty overhead swipe. Celestia ducked between his fingers and fired back with a blinding pillar of golden light that pushed the massive dragon back—but he returned the blow with his tail, and Celestia barely escaped the attack.

"Last time I had to call on the power of the sun to push him down," she grunted—and Blackwing came at her again with another swing of his tail. She darted over his head, whirled around, and pounded him between the wings with another blast of magic—but he swiped at her again with his tail, then with his claws, and the two sisters backpedaled as he spewed flames. "This time the clouds have blotted it out."

Luna frowned and looked up at the stormy sky. "Clouds or not, the sun still shines. What difference does this make?"

Blackwing came at them again with a roar and separated them with a vicious swipe. Celestia fired back with another bolt of magic, but Blackwing swatted it aside with his hand—and as Celestia's eyes went wide in disbelief, he surged forward again and forced her back on the defensive.

"He couldn't do _that_ last time," Celestia groaned.

"You think I sat in captivity for a thousand years and did nothing?!" bellowed Blackwing. "You are a bigger fool than I thought!"

Luna scowled back. "Not so creative in his insults, however."

Blackwing roared and let loose a mighty storm of flames that sent both ponies scrambling for distance. The dragon gave chase with a thundering flap of his wings; Luna and Celestia rocketed apart and both launched streams of magic at the charging dragon. They hit him square in the chest and stopped his momentum—but he responded only with a swing of his tail, a swipe of his claws, and an echoing scream. The massive dragon closed in with an ear-splitting screech—

And then he lurched forward under a sheet of flames. Blackwing whipped around to his right—just in time for a red scaly fist to slam into his face and send him reeling. He lashed out with his tail, but caught nothing—and instead a vast red shape darted up behind him, knocked him back, and doused him again with flames. The dragon emperor whirled around to face his new foe—and found himself staring down a red dragon almost as big as himself.

And trailing after him was tiny Fluttershy. She drifted over to the two princesses, trembling all over. "I'm terribly sorry, Your Highnesses, I had no idea he was going to be so violent, I told him to be gentle but I guess dragons just get so angry they don't think about how they might be hurting others..."

Celestia and Luna stared back, jaws hanging open.

"A-Anyways," Fluttershy went on, "I should really get back to my friends, that whole Elements of Harmony thing, can't keep them waiting, so, well, um..." She zipped back down towards the ground.

The red dragon let out a howl as it charged towards Blackwing and the two dragons danced through the air in a flurry of flames and flying claws. Celestia and Luna watched in disbelief.

"D-Did Fluttershy just summon a dragon?" Luna finally asked.

Celestia blinked and shook her head. "Yes. Yes she did. And we will come to terms with that later. Right now I think Blackwing needs another thousand years to think things over!"

Luna gathered her wits and the two pony sisters rocketed back into battle.

—

Fluttershy landed down below just as Twilight finished yanking the skull off the last moving pony skeleton. She tossed the bones to the side and turned disbelievingly towards her friend.

"Did you _seriously_ just bring us a dragon?"

Fluttershy fidgeted. "Well, um, Rainbow Dash suggested it, and I knew he'd gone off to Everfree to sleep, and—"

"Wait," Rarity interrupted, "you _just now_ flew all the way to the _Everfree Forest_ and _back?_ With a _dragon?!_"

"W-Well, actually, he sort of gave me a ride—"

"_You rode a dragon?!_" Twilight screeched.

Rainbow Dash landed next to her with a triumphant grin. "And _this_, ladies, is why Fluttershy is almost as awesome as me!" She threw her arms around Fluttershy. "Way to go!"

"How sentimental."

Everyone turned at the sound of a new voice—and this time they looked up to see another tall black unicorn, this one with a pulsing mane and tail of crackling blue electricity, and those same malevolent reptilian eyes. Twilight dug in her hooves as she watched the Elements of Harmony drift around the new arrival.

"And you are...?"

The mare grinned. "You once knew me as Lapis Lazuli, but now, I am something more!" A wind picked up through the shattered square that drove Twilight and her friends back, and lightning crackled from the pony's mane. "Now I am Nightmare Sky!"

"Oh, come on," groaned Applejack, "_another_ one?!"

"Give us back the Elements!" Twilight demanded, and her horn lit up. "This is your last warning!"

Nightmare Sky grinned back. "Please. You think you can match my power?"

"I know so!" Twilight shouted back. "You asked for it!"

Twilight launched forward a shimmering bolt of magic—only for Nightmare Sky to effortlessly deflect it. Rainbow Dash and Applejack swept in from opposite sides—but a gust of wind drove them back and into the wall. Rarity charged in after them, only for Applejack to crash into her and knock them both to the ground.

Nightmare Sky laughed contemptuously. "Is that the best you can do without your precious Elements?!"

"No!" chirped Pinkie Pie, "_this is!_"

And then the pink pony dropped down from above and slapped a whipped cream pie into Nightmare Sky's face. She backed away with an eager grin—and then another blast of wind kicked up that sent the whipped cream flying from Nightmare Sky's furious face.

"You dare mock me!?" she screamed, her eyes aglow with furious light.

"Jeez, can't you take a joke?" grumbled Pinkie.

The Nightmare brought down her hooves with a scream and a bone-jarring shockwave rattled out. The wind howled at her command and lightning danced from her mane. "You will pay the price for your insolence!" The six pieces of the Elements of Harmony rose around her, surrounded by crackling lightning. "Feel the wrath of your own magic, you insolent fools!"

"Wait, you don't want to do that!" Twilight shouted.

The Elements shone to life—and then a blinding column of glittering light, flashing with every color of the rainbow, swirled up around Nightmare Sky. The black unicorn disappeared behind its light—and then only a scream came out as the Elements of Harmony activated. Twilight and her friends squeezed their eyes shut as they were all bathed in light, and cringed at the sound of screaming as they turned upon their user.

And then the light vanished and the six Elements clattered to the ground. Twilight cracked an eye open—and found only a pile of ash where Nightmare Sky had stood.

Rainbow stepped up to it and poked it nervously with her hoof. "Was that...supposed to happen?"

Twilight levitated her tiara onto her head with a sigh. "The Elements will set right the closest thing that's out of harmony, and, well," she gestured to the ashes, "there you go." She tossed the necklaces to her friends. "Come on, let's get this done."

"We just have to hit Nightmare Inferno and this'll all be over?" Applejack asked as she adjusted her necklace.

"Hopefully," Twilight said.

"Wait a second," Rainbow said, and she fluttered over to Trixie. "You. You're gonna stay out here while we go harmonize Inferno."

"Wha—why?" sputtered Trixie. "Just because I don't have my magic?"

"Well, yeah," Rainbow said. "You can't do anything like this. And if Inferno kills you, then Twilight would be upset—and if Inferno kills you, then _I_ can't kill you for making Twilight upset. So you're staying out here, where it's safe."

Up above, Blackwing roared as he grappled with the red dragon.

"Safe," deadpanned Trixie.

"You know, relatively," Rainbow added with a cringe.

"We just don't want you to get hurt," Rarity added with a nervous smile. "You're our friend, after all."

"Tell you what, I'll stay out here too," Spike spoke up. "Where it's, you know, 'safe.'"

Twilight stepped up in front of Trixie with a sad smile. "It's for the best. We'll be back out before you know it."

"And then we'll have the most enormously amazing party _ever!_" added Pinkie as she flailed in midair.

Trixie glared back at everyone. "Fine."

Twilight pulled her close for a kiss. "No regrets, okay?" she whispered as she pulled away. Trixie nodded haltingly, and then Twilight turned back towards her friends. "Alright, girls, let's get this over with."

The six Elements of Harmony went racing off into the cavern. Trixie sat down in the square as they left, with Spike watching them go.

—

Princess Celestia cringed as she watched the red dragon reel from a hard blow from Blackwing's tail. The black dragon laughed triumphantly and blasted the red one with a wall of flames—but that was just long enough for Luna to slam Blackwing from the side with a blast of white light. The red dragon flung itself out of the flames and rammed its shoulder into Blackwing's chest.

Luna darted back to her sister's side, gasping for breath. "Even with this red dragon bearing most of the burden, Blackwing is still too strong!"

Celestia watched carefully as Blackwing swung back at the smaller dragon and came up empty. He brought down his bladed tail—but the red dragon caught it in one hand, yanked Blackwing closer, and decked him across the face with a bone-crushing left hook. Blackwing slashed back with his claws to drive his adversary back.

"He's tiring," Celestia said quietly; Luna blinked in surprise. "We must get him to expend as much energy as possible, so that we can seal him back inside the mountain."

Luna arched an eyebrow. "Why can we not just slay him? We would never have to worry about him again if we did so."

Celestia narrowed her eyes at the howling monster. "I have a better use for him than that. He controls the volcano underneath Canterlot—so he's going to be the cork that stops it up. Come on."

The two ponies swept down towards the two battling dragons. The red dragon spun away from another hard hit from Blackwing's tail—but then Celestia and Luna darted through the larger dragon's field of vision and pounded him from behind with a pair of pulsing magical blasts. Blackwing screamed in rage and whirled around after them, a fireball building in his throat—only for the red dragon to ram him from behind with its shoulder and send his flames careening off course. The two princesses appeared behind him again for another blast between his wings, and when he turned to face them, the red dragon kicked him in the back.

"_Enough!_" Blackwing roared—and then he lunged up and began to fling blazing fireballs from his clawed hands. Celestia and Luna yelped in surprise and darted apart as the fire rained down.

"That's new," Luna said with a grimace.

"New," Celestia agreed, as the red dragon charged through the flames with a shriek, "but tiring. He will wear himself down yet. And when he does, we have to push him back down into the mountain." She steeled herself for another attack. "So when we do, just follow my lead."

—

Picking their way through a crumbling cavern inside a trembling mountain, Twilight led her friends down through the caves towards the ledge where Nightmare Inferno stood. The magma down below pitched and roiled like a stormy sea, and the mountain shook as the earth raged.

"Got past Lazuli, did you?" he asked with a smirk, turning to face the Elements of Harmony. Twilight landed with a _thump_.

"End of the line, Inferno! We have the Elements back, and you have nothing!"

"Really now," chuckled Inferno—and then the mountain rattled, rocks came down from the ceiling, and Twilight and her friends squeaked with fright. Twilight turned her eyes back towards the magma pool behind Inferno—where the molten rock was beginning to churn. She looked back up at Inferno's triumphant smirk.

"Blackwing was never your plan," she said quietly, as horror began to wash over. Inferno arched an eyebrow in anticipation. "_This_ was! You were going to set off the volcano and cover all of Equestria with molten lava!"

Inferno's eyes lit up. "_You are correct, ma'am!_ Ten points to the unicorn for finally figuring it out—but minus a zillion because you're too late to stop me!"

Twilight dug in her hooves, and her friends did likewise. "I don't think so!"

"Well that's too bad," Inferno said—and then ground broke open in front of Twilight and her friends, and an ear-splitting shriek tore its way from the earth as a hulking griffin skeleton freed itself from the darkness and landed with a crash. "Because I think _he_ has a say in all this too!"

"Oh come on, not another one!" groaned Rainbow.

Twilight blew out an angry breath. "Quick, activate the Elements, before—"

The griffin shrieked and launched itself forward; Twilight and her friends scattered under the blow. Applejack vaulted up towards its neck, but the griffin easily backhanded her away; Rainbow Dash swept down from behind, but it snared her out of midair with its tail and flung her into the wall; Pinkie Pie brought the party cannon to bear, but it knocked her off her feet by slamming its fists into the ground.

Twilight ducked between its legs and lunged towards its chest, horn lit up with a powerful blast—but the griffin grabbed her by the tail and hurled her back to the ground, sending her blast sailing uselessly into the ceiling. Rarity yanked her out of the way as the griffin brought its claws down with a screech.

"Okay, fine, just have to immobilize it long enough to get its head off," Twilight grunted. "One more time!"

"You got it!" Applejack shouted; she bounced off the wall and charged towards the griffin. It lashed at her with its tail; she jumped over it, ducked under its claws, and barreled into its legs—but the griffin merely kicked her back, swatted Rainbow Dash out of the air, and then grabbed a pie-wielding Pinkie and flung her into Rarity and Fluttershy. It turned its sight towards Twilight, claws raised for a finishing blow—

...but instead, a shining bolt of blue magic blasted through its chest, shattering the skeleton, and then slammed into Nightmare Inferno. He whipped around, eyes wide in fury, and Twilight looked over her shoulder in disbelief—and there near the entrance of the cave stood an equine figure swathed in smoke, hide flickering between blue and black, eyes flashing between purple and reptilian green—and surrounded in crackling blue magic. At its side stood Spike, looking terrified.

"What?!" Inferno cried.

Twilight's eyes widened in horror. "_Trixie!_"

Wreathed in the Nightmare's power and twitching with pain, Trixie gathered up her strength and charged forward to lock horns with Inferno. The fiery black unicorn backed up in shock.

"What on _earth_ are you doing?!" he screamed. "How—?!"

"Consider this my way of repaying you," Trixie answered through gritted teeth.

Inferno's mane flared as his eyes flashed with fury. "You ungrateful little failure!" He shoved Trixie back and his horn lit up with blazing magic. "You weren't even strong enough as a Nightmare to destroy Twilight Sparkle, and you think you can defeat me?!"

Trixie smirked back. "I don't have to."

Inferno blinked, and Trixie threw herself to the side—and then, up ahead, Twilight and her friends activated the Elements of Harmony. A blinding wave of rainbow light washed out from the six ponies in the center of the cave—and Nightmare Inferno reared back and screamed as the light swirled around him.

—

The world shook and the mountain of Canterlot glowed as the telltale rainbow light of the Elements of Harmony blazed out of every crack and crevice of the mountain. Blackwing looked down in disbelief—and Celestia and Luna seized their chance. The red dragon stormed forward and rammed its knee into Blackwing's chest; the black dragon doubled over and belched a cloud of flames, and then took a thundering uppercut to the chin.

Celestia and Luna swooped in from above, horns lit up, and flew tight circles around the dragon to cast shimmering lines of magic around his body. Blackwing thrashed at their hold and Celestia winced, her horn burning at the strain—but she looked across to Luna, they both nodded, and the two princesses of Equestria flung Blackwing down into the open summit of the mountain.

Blackwing roared with fury and reached after them as he fell into the darkness—but the rocks above him came down with a crash, the mountain closed around him, and his screams went silent.

Together, they landed on the summit and poured their magic into the mountain. Blackwing's malevolent presence far below struggled and fought as it descended into the earth, into the seething magma, but now, with the power of the sun and moon together coursing through them, Equestria's princesses cast a shining barrier over Blackwing's head—a barrier he could not break, with all his strength and fire.

Celestia let out a breath and slumped down to the ground tiredly. Down below, she could see the skeletons that Inferno had raised clattering to the ground, dead once more. Obviously Twilight and her friends had succeeded. She blinked at the feeling of a draft from above—and she and Luna both looked up in surprise at the red dragon, glowering down at them.

"Now," he growled, "will you infernal ponies _finally let me sleep?!_"

The two princesses exchanged a confused glance. "I-I'm sorry...?" Celestia started.

The red dragon jabbed a claw at the city below. "That yellow pony found my cave and woke me up," he rumbled, smoke curling from his nostrils, "and used some manner of sorcery to convince me to come help you defeat this dragon."

"Sorcery?" Luna asked.

Celestia frowned. "Do you mean 'asking you nicely,' perhaps?"

"Whatever it was, it was a terrible ordeal I wish never to repeat," the dragon sneered.

Celestia and Luna smiled knowingly, and the solar sister bowed her head. "Whatever the case may be, Equestria is forever indebted to you."

The dragon sniffed contemptuously. "If you are so indebted," it grumbled, "then leave me to my slumber."

And with that, the red dragon turned and soared away towards the Everfree Forest. Celestia and Luna both let out their breath—but Celestia turned her gaze below.

Luna frowned. "Sister...?"

"We should go find Twilight and the others," Celestia said, and together they glided back down towards the city.

—

The Elements went silent, the cavern ceased to shake, the magma vanished into the darkness, and the six ponies landed softly on the ground as the rainbow light faded away and left only a pile of ashes where Nightmare Inferno had once stood—and as soon as her hooves hit the ground, Twilight raced over to Trixie's side, horn lighting up to apply the suppression spell. Trixie trembled with pain, eyes screwed shut, struggling to contain the Nightmare; she cracked an eye open as she felt Twilight's spell at work.

"Trixie!" Twilight cried. "What happened!?"

Even under the pain, Trixie cracked a smirk. "Y-You didn't think I was...going to l-let you have all the g-glory, did you...?"

"What happened?!" Twilight cried, as the tears began to flow. "Why is the Nightmare back?! You could have been killed!"

"She brought it back herself," Spike spoke up, and Twilight looked over in shock and almost lost control of the spell. "She...said she wanted power, to...you know, to help you."

"Trixie..." Twilight slammed her eyes shut and poured her power into the spell—but the Nightmare snarled and writhed against her influence. "It's not working! Why isn't it working?!" She shook her head. "Trixie, why did you do this..."

Trixie ground her teeth as the Nightmare's power flashed around her. "That thing...was about t-to kill you..."

"But the Elements might have hit you too!" Twilight wailed. "Or Inferno, or—I can't let you trade your life for mine!"

"I-I'm not dead yet," Trixie growled.

"And I'm going to keep it that way!" Twilight yelled, and the light from her horn flooded the cavern. The Nightmare thrashed against her power; Twilight ground her teeth as her horn began to burn with overexertion—

And then the Nightmare shuddered and began to recede, sinking back into the depths of Trixie's mind. Twilight opened her eyes—and she sat back in surprise at the sight of Celestia and Luna, horns aglow, casting the same spell over Trixie. The smoke and the flickering hide faded away, to leave an exhausted Trixie underneath it all. Twilight immediately scooped her up and squeezed her in a terrified hug.

Celestia looked over the scene—including the pile of dust that was left of Nightmare Inferno. "So," she said, "what exactly has happened here?"

Rarity stepped forward and nodded towards Trixie. "We were fighting against one of Nightmare Inferno's skeletons and Trixie appeared, and..."

"I called up the Nightmare's power, and used it to distract him," Trixie finished.

The two princesses blinked in surprise. "Called up the Nightmare's power?" Luna echoed. "How?"

"I..." Trixie glanced shamefully at Twilight. "I thought of everything that had turned me into it, and then I...don't know, resisted its hold on me, long enough to distract Inferno so the Elements could hit him."

Silence descended over them all for a moment as Celestia stared down pensively at the two unicorns. "That was very brave, Trixie," she said, "but also very unfortunate." Trixie's ears went flat. "Because now we have a new problem." She glanced back at Luna. "It's time we got rid of this last Nightmare, once and for all."

—


	19. Chapter 19: Chasing Love

Nightmares

—

Chapter 19: Chasing Love

—

A dark sense of foreboding hung over the musty cave as Celestia gathered up the Elements of Harmony. Twilight Sparkle tightened her hold on Trixie, her heart beating like a drum.

"By willingly calling up the Nightmare's power," Celestia explained, "you have weakened the power of the suppression spell and opened a door for the Nightmare's return. I understand your desire for power to help Twilight, but it has come with great cost." She gazed thoughtfully over the tiara of the Element of Magic. "But all is not lost. I originally asked you to come here so we could try one more spell to destroy the Nightmare—and that spell is still an option."

"And Trixie would be okay?" Applejack asked.

Celestia frowned. "Assuming all goes as planned." She turned towards Luna. "The only option we have left is the dream walker spell."

Luna blinked in disbelief. "The dream walker spell? Are you certain?"

"Unfortunately so." She turned back towards the seven confused ponies and an equally confused baby dragon. "Trixie will have to delve into the darkest depths of her mind, root out whatever feelings continue to nourish the Nightmare, and destroy them. Without its lifeblood, the Nightmare will wither and die. But do not think this will be easy. In journeying into yourself, you will have to confront your own deepest fears and darkest secrets—not just for yourself, but for someone else as well. Because someone else has to go with you, to anchor you and pull you out if you should get lost in a world you do not understand."

Trixie went white. "You mean I have to let someone else traipse around inside my own mind and learn all my little secrets?"

Celestia arched an eyebrow. "The other alternative is to use the Elements of Harmony."

Silence descended over them all as Trixie looked over at what was left of Nightmare Inferno. "P-Point taken."

"Don't take this lightly, Trixie," Celestia warned, her face stern. "You will have to face your darkest fears, your deepest anxieties. Your mind is uncertain, shifting ground, under the Nightmare's command and known as well to her as to you. You will have to search yourself thoroughly and hunt down every trace of the feelings that fuel this Nightmare. If you don't, the Nightmare will return, stronger than ever, more immune than ever to our defenses, and the only way to destroy it will be to destroy you. Do you understand?"

Trixie nodded silently.

"But sister, who will go with her?" Luna spoke up.

Celestia looked towards Twilight, who squeaked in surprise. "M-Me?"

The princess looked back at Trixie, eyebrow raised. "Would you let anyone else 'traipse around inside your mind and learn all your little secrets,' Trixie?"

The blue unicorn looked uncertainly towards Twilight, and then back towards the pile of dust that was Inferno. "No..."

"Then it is decided." She nodded to the cavern entrance. "You must rest for now. We will begin the spell tonight."

—

As usual, Twilight Sparkle lost the battle to get some sleep. When this thing was all over, she told herself, she would have to take a thirty-hour nap. By now she was afraid she was going to hit a wall.

And so Twilight blearily found her way to a balcony off the hallway that overlooked the city. There was quite a bit of damage to clean up from Inferno's master plan, and the sea of unearthed skeletons littering the streets was only the beginning. Twilight tiredly watched the city sweep up the bones beneath her.

"Twilight?"

She turned at the sound of her name—and brightened up at the sight of a familiar pink hide and rosy mane. "Princess Cadence!" She threw her forelegs around her old foal-sitter. "I'm glad you're safe! Things were pretty crazy there this morning!"

"Oh, yes," laughed Cadence, "a lovely date with Shining Armor, beheading the hordes of the undead and all." She grinned. "But I hear _you_ have been up to things too, little Twilight."

"T-Things?"

"A little birdie told me that _some_pony has a marefriend now."

Twilight blushed. "Oh, y-yeah, that..."

Cadence arched an eyebrow. "That's not the sickeningly sweet gushing and giggling I was told to expect."

"I'm sorry..."

"Don't be." Cadence laid a comforting wing over Twilight's shoulders. "Because I _also_ heard that your new beloved has a bit of an affliction, of the snarling hate-fueled demonic spirit sort." She smiled. "You sure know how to pick 'em, Twilight."

Twilight's ears went flat. "I know."

"But more importantly," Cadence went on, her smile fading, "I've also been told that you and your significant other are about to try the dream walker spell." She pulled Twilight close and gave her a reassuring smile. "And that's why I'm here, actually. The dream walker spell is always a pretty creepy experience."

"I-I know." Twilight sighed and leaned against the railing. "I kept wishing for a way to get into Trixie's mind and figure out how she really feels about me, and now I finally have my chance and I'm...I don't know, scared of what I might find out."

Cadence looked down thoughtfully at the purple unicorn for a moment. "Auntie Celestia told me about that," she said quietly. "Guess we shouldn't be surprised that you'd treat a romantic relationship as cause for panic and terror."

Twilight frowned. "Gee, thanks."

"Aw, don't feel bad, Twilight," giggled Cadence, and she pulled Twilight closer for a hug. "Everypony does silly things when they're in love. Even me."

"Even you?"

"Especially me. And your brother, for that matter. You should've seen how my first date with him went."

Twilight perked up. "You know, he _has_ promised to relentlessly tease me about all this, so if you've got some ammunition I can stockpile for a counterattack—"

"You'll have to wheedle that story out of me some other time," Cadence interrupted, and her smile faded. "Right now we need to talk about you. The spell depends on it."

"Oh..."

Cadence straightened up. "The dream walker spell will let the two of you enter Trixie's mind, but that doesn't mean either of you will necessarily be able to make sense of what you see. Trixie's mind is the Nightmare's turf too, and it can do whatever it wants with the symbols and thoughts it finds in there."

"But the princess said we'd have to confront her issues..."

"And you will, but don't take everything you see in there at face value. There will be thoughts and symbols and meanings in there that only Trixie could understand, if anyone can, just as it is in every mind." She pulled Twilight close and smiled reassuringly. "And never, ever forget that you love her. Because you might see things in there that you may not like."

Twilight cringed. "Like what...?"

"I have no idea, Twilight. You and Trixie will have to find out for yourselves."

Silence reigned for a moment and Twilight pawed the floor nervously. "Now I'm even more scared about this."

Cadence frowned. "It's pretty much the most uncomfortable way to hash out your relationship problems, yes. But," she smiled, "as long as you both remember that you love each other, I know it will all work out for the best."

Twilight closed her eyes. "Even if she has no reason to stay?" She shook her head. "Even if she leaves and...leaves me alone?"

"Oh, Twilight," Cadence pulled her closer for a hug, "I can't tell you what she's going to do. But if she does leave, you have to remember your friends."

Twilight twitched. "I'm not in love with them."

"No, you're not—but they'll be there for you anyways." Cadence pulled Twilight up to look at her with a grin. "Besides, if Trixie _doesn't_ leave, then you two are going to be _inseparable._ The dream walker spell has a way of bringing some ponies closer together than they've ever been before."

Twilight looked down sadly. "But not all?"

Cadence's grin fell. "No, not all."

Twilight sniffled back a tear. "Well, if this will bring Trixie's magic back, then she can be back to herself. And she can hit the road and perform again and be herself and be happy again. And that's what I want for her. For her to be happy." She smiled through the tears. "And that's the most important thing, right?"

Cadence's smile was so sad, Twilight almost lost heart right there, before the pink princess pulled her close for another hug. "That's one way to look at it."

—

Princess Luna was most unaccustomed to spending so long a time awake, but if it was for Equestria's good—and the good of her friends—then it was worth it. There would be plenty of time to sleep later.

Instead, while Cadence had Twilight out distracted elsewhere in the castle, Luna sat down next to an awkward Trixie inside their room. Hopefully this conversation would not be too difficult, but then again, the last time Luna had really interacted with Trixie, it had been to beat her Nightmare alter-ego into submission. So hopefully there would be no lingering ill will.

"You're not going to threaten me with death or dismemberment if I ever do anything to upset Twilight, are you?" Trixie asked skeptically.

Luna smirked back. "I trust Twilight's friends have already done so."

"S-Something like that..."

"No, I am here to make sure you know exactly what is entailed by the dream walker spell. It is a serious matter." She paused for a moment to choose her words. "I know better than anyone else what it means to bear a Nightmare within you. And when you enter into your own mind with Twilight Sparkle, you must remember this, and cling to it at all costs. Just as your body has not been your own under the Nightmare's influence, so too is it with your mind."

Trixie blinked. "W-What do you mean...?"

"You may believe that you fully understand the landscape of your thoughts," Luna said gravely, "but there are things that you hide from yourself. Lies that you tell yourself. Things you avoid thinking about. Thoughts that you push into the darkest recesses of your mind." She held up a hoof as Trixie began to sputter with outrage. "Everypony does this. And you must remember that while you may hide things in the shadows, the shadows are the Nightmare's power to command—and all that you hide within them is hers as well."

Trixie frowned. "So what does that mean?"

"It means, Trixie Lulamoon, that you and Twilight must be wary as you enter into your mind, because not even you will know with certainty what you see. The symbols and thoughts that appear before your eyes may seem to be your own, but the Nightmare is as cunning as it is malevolent. Be on your guard."

"A-Alright..."

"And one more thing," Luna said, as she rose back to her feet. "I do not pretend to know what feelings lie in your heart for Twilight Sparkle, and I do not pretend to know why you chose to walk the edge of oblivion to save her this morning. And if your heart leads you away from her, then you cannot be faulted for following it. But," she frowned, "I pray that you remember that she does love you, very much."

Trixie cast her gaze towards the floor. "I know," she said.

Luna studied the blue unicorn's unreadable face for a moment. "Then I will leave you to rest," she said, "and we will send for you when the spell is ready."

—

The shadows grew long at this time of day, as the sun sank towards the horizon. Princess Celestia watched from a gilded balcony as Canterlot's citizens swept up the bones and cleaned up the wreckage left by the latest existential threat to the peace and happiness of Equestria. At least they were resilient. They had put up with everything from Changelings invasions to Pinkie Pie.

And now they too remembered Emperor Blackwing. She reached out with a tendril of magic to feel the barrier—stronger than ever, coursing with the power of the moon along with the sun, dimming Blackwing's malevolent presence to the point of near imperceptibility. At least he would never again be a threat.

The door quietly opened, and Celestia closed her eyes and steeled herself.

"I see much has transpired in the thousand years I was gone," Princess Luna said softly, and the door clicked shut behind her. Celestia said nothing as her sister stopped at her side. "Dragon emperors and rebellious advisors..." She cast a glance down towards the streets, and the ponies down below clearing away the bones. "Although I must wonder why you chose to build the capital city of our country atop a volcano, filled with the dead, and stopped up by a brutal creature of unrelenting malice and fearsome power."

Celestia smiled wryly. "Not one of my better ideas, was it?"

"I'm sorry?"

The solar princess looked back down towards her kingdom. "After your exile, Blackwing and his dragons noticed Equestria's weakness and invaded. I was so crippled by our battles, and so heartbroken by what had happened, that it was all I could do to save Equestria from them. The first option I thought of was to trap him inside the volcano, and turn his own power against him. After the deed was done, I realized that I would need to maintain the seal over him forever—so I built Canterlot over the mountain to make sure I could always keep him locked up." She smiled sadly as she turned her gaze towards the setting sun. "I'm afraid my reign over Equestria in your absence has been ramshackle at best."

Luna pursed her lips. "I see." She glanced up at her sister and shuffled her hooves. "Speaking of which, sister, I have to ask—"

"Why didn't I tell you about this?"

"...yes."

A long silence descended over them as Celestia chose her words. "The truth is," she said, and she turned to face her sister with sadness in her eyes, "the truth is, I'm not used to you being back yet." Luna's eyebrows rose. "The past thousand years, I've tried to rule wisely, and protect Equestria from all the threats in this world. But I had to do it alone, and I had to learn how to rule as I went. And all this before you," she nodded towards the vast expanse of Equestria under the golden sun, "is a patchwork kingdom, built by a young and immature princess struggling to find her way. Equestria rests on as treacherous a foundation as this very city. Beautiful, prosperous, happy, and peaceful—and with evil and darkness sealed underneath, waiting for its moment to return. And..." Celestia looked back towards the sun uncomfortably. "I did not want you to return from your exile and have to dive headlong into my mistakes, and struggle to shoulder my burdens."

The silence returned for a long moment—before Luna laid a wing over Celestia and pulled her close. "They are _our_ burdens, sister."

"Luna..."

"I understand if you still hesitate to entrust me with such crucial matters as this. The memories of our conflict are fresh in my mind as well. But," she pressed herself closer to Celestia, "you are no longer alone."

Celestia closed her eyes and brushed away a tear. "I'm certainly not."

Down below, someone started hauling off a wagon piled high with bones. Celestia and Luna's smiles faded.

"As for this 'Firemane...'" Luna began, and Celestia shook her head.

"Another mistake."

"Oh?"

The solar princess nodded down below towards the heaps of bones. "He was as I said he was, an advisor in my court, skilled in magic and knowledgeable in everything. And he longed to unravel the secret to immortality. I forbade it, but he persisted. He said immortality should not be reserved for a chosen few."

Luna frowned. "Is it not?"

"There is a reason why Discord went insane, Luna."

"...what does Discord have to do with Firemane?"

Celestia shrugged sadly. "I had much time to reflect on these questions during your exile. You remember, Luna, that Discord was not always a mad and cruel king. But something in him changed, and set us all on this path."

"I thought he simply became drunk with power," Luna said. "That chaos and the cruelty that comes with it was simply his nature."

Celestia shook her head. "Chaos was his to command—but when he turned, chaos was no longer at his command. He was at chaos' command." She cast a sad glance towards the castle, where the petrified draconequus was kept, somewhere in the deepest vaults. "When he realized he was immortal, he went mad. Not just from the realization that he would outlive every friend he would ever have. What drove him mad was the very fact that he would never die—and so he would never have to choose anything."

Luna blinked in surprise. "What...?"

"He could rule the world for a thousand years, and then hide from it for a thousand more, and do whatever he liked. He would never have to choose, because he would never die, and at some point in eternity he would find the chance to do everything. That is something no mortal can ever do." Celestia glanced somberly at the castle. "Twilight Sparkle can devote herself to her studies because, somewhere in the deepest depths of her mind and heart and soul, she knows that someday she will die. That not everything, after all, is possible in one lifetime—and yet one lifetime is all she gets. And that gives her the power to choose her life's direction. She must choose, and by choosing, some things must be forsaken. And only by letting go some possibilities can she pursue others. The mortal's curse is the mortal's blessing." Celestia closed her eyes. "Discord can't do that. And so he went mad, and became what he became."

Luna stared thoughtfully at her sister's solemn face.

"We do not have to worry about that," Celestia went on, "because we, as it happens, are always tied to the sun and moon—and so we will always be able to make choices, because it will never be an option for us to cast off our eternal duties. But for Discord, that is not an option. That is why the master of chaos became mastered by chaos. And that is why I forbade Firemane from seeking immortality. For his good as much as anything else." She shook her head bitterly. "Nothing good comes from immortality."

Silence descended again for a moment. "You are far more reflective than I recall, sister," Luna said at last.

Celestia smiled. "Well, now that you've returned, you can take over the philosophizing." She looked up towards the sun one more time. "It's almost nightfall. Once you raise the moon, we will go back inside and set to work on Twilight and Trixie.

The lunar princess frowned thoughtfully. "Speaking of which," she said, "I must wonder why you have not asked me to accompany Twilight and Trixie on this journey. It is indeed Trixie's demon to slay, and it is Twilight Sparkle's place to go with her—but I can help them."

"It is one thing to explore someone's dreams," Celestia replied. "It is quite another to explore a waking, conscious mind—one that can alter everything you see, that has secrets it wants to keep, and especially one that holds such a malicious creature."

Luna looked sadly back at the castle. "And so Twilight Sparkle and Trixie must face that test alone and unarmed?"

In spite of it all, Celestia smiled. "They won't be alone, and they certainly won't be unarmed."

—

Under the fading light of the sky as Celestia brought down the sun and Luna raised the moon in its place, Twilight Sparkle and Trixie made their way down the marbled halls and through the double-doors into the sweeping throne room of Canterlot Castle. Twilight gulped at the sight of her friends, Spike, Shining Armor, and Princess Cadence waiting expectantly around the throne—where Luna and Celestia sat, horns glowing.

"Are you ready?" Celestia asked; the two unicorns reluctantly nodded. "No one here can help you once the spell begins. And you must only return you to the waking world when the Nightmare is purged." She motioned to the floor in front of them and conjured a couple of pillows. "Shall we begin?"

Twilight took a deep breath as she and Trixie laid down in front of the princesses and closed their eyes.

_ One last Nightmare and it'll all be over..._

—


	20. Chapter 20: The House of Mirrors

Nightmares

—

Chapter 20: The House of Mirrors

—

"Well," said Twilight Sparkle, "this isn't what I expected."

Of all the corporeal forms for Trixie's mind to take, a rundown circus was not what Twilight had expected. But ahead of them, under a cloudy, stormy sky, lay the tattered remains of what had once evidently been a big and bustling circus. The tents stood in dilapidated rows, riddled with holes, their colors faded and streaked. Rusted cages, broken ropes, and rotting wood lay everywhere. The spirit of decay hung over everything like a fog.

Twilight glanced over at Trixie. "So, uh, explanation?"

Trixie blanched. "You think _I_ know what this is all about?"

"It's your mind."

"That doesn't mean I get it." She frowned. "The princesses did say it was going to be crazy in here. Which is all the more reason to kick this blasted Nightmare out."

Twilight looked ahead to the rotting circus. "That's true. So, uh," she looked around and her eyes fell on a fading, crumbling construct surrounded by disintegrating hearts, "where to first?"

Trixie followed Twilight's gaze and shivered. "We are _not_ going in there."

"That means that's probably where she's hiding," Twilight warned.

"Then we'll burn the thing down and flush her out, but we are not going into a rotting tunnel of love to search for an evil spirit of darkness. There is absolutely no way that can end well." She looked around and settled on a row of rusting cages. "Let's start there."

Twilight cringed. "At the freak show?"

"Do you have a better idea?"

"...no."

Together they picked their way through tarnished metal cages, some of them hanging open, all of them strewn with bones. With a tendril of magic, Twilight lifted up the skull of something that looked like a cross between a walrus and a manticore. "Um...well, this is nice."

"Ugh. Where on earth did my subconscious get such a macabre taste for décor?"

Twilight set the skull back down and turned back towards Trixie. "The princesses did say that these are all symbols," she said. "That we shouldn't take any of this stuff at face value. It represents things." Trixie looked away awkwardly. "But that means we're going to have to be honest with each other." She waved a hoof at the rest of the tattered circus. "We're going to have to be if we want to get through this and find that stupid Nightmare."

Trixie closed her eyes. "I...don't know. Honestly. I, um..." She looked around again and shuddered at the sight of the abandoned cages and the white bones inside. "I got my start in my performing career at a circus. But I have no idea what 'dead freak show exhibits' are supposed to mean."

Twilight levitated another skull. "Probably not something flattering, I'd wager."

"Even my own subconscious is out to get me."

They picked over another cage, this one containing the sprawling skeleton of something reptilian. "It's like whoever was in charge of this place just left one day..." Twilight started. Trixie blinked in surprise; Twilight glanced back at her questioningly. "What is it?"

"Like...they were abandoned..."

"Yeah, like—" Twilight stopped as the gears clicked into place in her mind, and she turned around to give Trixie a hug. "Like that..."

"I-It's okay—"

"No it's not."

"Well, it makes sense," Trixie said with a sad sigh. "An abandoned circus. Something that somepony decided they didn't want anymore—"

"Don't talk like that," Twilight interrupted.

"It's true, isn't it?" Trixie retorted. "Wasn't I abandoned, by the very same ponies who were supposed to take care of me, just like these things?" She glared down at the bones. "I thought we had to be honest."

They both jumped as something behind them came down with a crash—and a board fell down from a faded sign hanging over another torn tent. Twilight and Trixie peered down at it.

"The house of mirrors," read Twilight.

They shared a look. "Maybe the tunnel of love would've been safer after all," Trixie grumbled.

"We have to go into one of these tents. Nightmare Storm isn't going to just come to us," Twilight glanced around, "and if this place really is supposed to symbolize you and we're supposed to confront your deepest issues, then we're going to have to actually go confront stuff."

Trixie pouted. "How come the issues can't come to us and be confronted out here?"

"Well, I'll be with you," Twilight said with a smile. "Does that help?"

"One can hope."

They peered ahead into the darkness—and Twilight immediately wrapped her tail up together with Trixie's. "What are you doing?" the blue unicorn asked.

"I just _know_ the instant we go in there, Nightmare Storm will try to separate us. And I'm not wandering around inside a house of mirrors in your mind by myself."

Trixie scowled back. "If you bolt and take my tail with you, I'll never forgive you."

Together they advanced into the shadowy hall. The mirrors were all smudged, cracked, broken, riddled with fractures everywhere; cobwebs hung from the ceiling and dust coated everything. The mirrors reflected nothing, which made the maze easy to navigate—but only after they'd lost sight of the entrance did the reflections start to clear up and the blurred, smudged forms of the two ponies start to become visible.

"If I recall correctly," Twilight said, "the house of mirrors is supposed to show you weird, distorted, funny versions of yourself. And it's supposed to be disorienting and confusing to navigate. So if this is a symbol..."

"...we'll be in here _forever_," groaned Trixie.

The mirrors began to clear up and show warped and distorted reflections of Twilight and Trixie as they made their way through the maze. Twilight glanced off to her left and arched an eyebrow at the sight of herself stretched out into an oblong shape, with her head and her tail pinched into tiny little vestigial growths on either end of her body.

"If there's supposed to be symbolism in all this, you'll have to explain to me why I look like a whale in most of these mirrors."

Trixie blinked. "Oh, wow, you do." She frowned. "And here I thought Pinkie Pie would've been the whale-like one."

They moved on and the mirrors got clearer—but the reflections stayed as indistinct as ever. Twilight and Trixie rounded a corner—and then the mirrors shifted again.

"What's going on now...?" Trixie started.

Twilight blinked in surprise as one of the mirrors next to her flickered—and then Fluttershy appeared, cowering and trembling. "F-Fluttershy?" The apparition looked up in surprise, seized up in terror, and then vanished. "What...?"

"_She ain't one of us!_" cried Applejack's voice; Twilight and Trixie spun around to find themselves staring down a hulking image of an angry Applejack.

"A-Applejack?!" Twilight exclaimed. "What are you doing—"

The image shuddered once and then the mirror rippled like water—and a dim, flickering Applejack emerged from its surface, eyes boring through Twilight. The purple unicorn turned around in surprise to find Trixie backing away nervously. Twilight looked back towards her friend; Applejack lunged; Twilight squeaked and backed up—as the image passed straight through her and went caroming into Trixie.

"What—what are you doing?!" Twilight cried. "Applejack! Stop!"

Trixie jerked her head to the side as Applejack brought her hooves down with a crash. "I-I don't think this thing is Applejack!"

"Well what is it?!"

"I don't know! You're the genius, you—" Trixie backed up and bucked Applejack up into the air, then sprang back up. "You figure it out!"

Twilight's horn lit up and a cord of magic shot up to restrain the angry earth pony—but nothing happened, and instead Applejack threw herself at Trixie and sent the blue unicorn toppling again.

"Why can't I have any effect on her, but Trixie can...?"

Trixie ducked a furious swipe and shoved her shoulder up into Applejack's chest. "If this is Nightmare Storm's idea of therapy—"

Twilight's eyes sparked. "The Nightmare! Of course! This is her work—"

"_Should've just fried her right off the bat,_" added another voice, and Twilight turned around to find another mirror—and a wiry, menacing Rainbow Dash stepping out from it, eyes fixed on Trixie.

"_Completely undignified,_" sniffed a sneering Rarity, and the white unicorn emerged from yet another mirror.

Twilight looked back at Trixie disbelievingly. "Is this...what you think of my friends, Trixie?"

The blue unicorn backed away as Twilight's three friends advanced, eyes smoldering with contempt. "They didn't exactly make the best first impression, y'know." Applejack charged forward; Trixie rolled to the side. "And _this isn't helping!_"

"But these aren't my friends!" Twilight wailed. "This is the Nightmare! They would never do this!"

Trixie winced as she locked horns with Rarity. "And how do I know that?" Rainbow Dash barreled into Trixie from above and sent the blue unicorn sprawling. Trixie kicked back with her rear hooves and gained a moment's rest—but then Applejack came crashing down from above and sent her staggering back into Twilight. "If I had my magic, I would've turned all three of these things into cinders by now!"

Twilight turned Trixie around. "You _know _these aren't my friends, Trixie! They accepted you! They protected you!" She yelped and pushed Trixie aside as Rainbow Dash rocketed towards them; the blue pegasus passed through Twilight harmlessly and turned around for another pass. "Rainbow Dash told you to stay outside the cave so you'd be _safe! _How could you believe she'd do this to you?!"

Trixie tensed as the three shimmering ponies circled her menacingly. "Well, _this _isn't exactly helping."

Twilight's eyes shot back and forth between Trixie and the images of her friends. Around and above them, the mirrors shifted and rippled, images flickering in the depths. Pinkie Pie bounced off the walls, Fluttershy shrank from everything, Spike whined and clung, Twilight's friends were twisted into unrecognizable caricatures—literally, even, as their features warped and bent, ballooned and shrank.

She snapped back to reality when Rarity charged through her, a blazing spell at the tip of her horn. Trixie shrieked and scrambled back to avoid a sparkling blue column of light—and just as she did, Rainbow Dash slammed into her from above and pinned her front legs to the ground.

"Trixie!" Twilight screamed; she threw herself towards the fray, but her hooves passed through her friends like they were nothing and the ghostly specters of her friends did not react. Rainbow Dash and Trixie locked gazes, and the blue unicorn trembled at the sight. Twilight stared in shock as her friend glowered down hatefully at Trixie and felt her heart break at the sight—

And then she blinked in surprise as understanding flashed through her mind. Pain, hurt, her friends and Trixie hurting her...

"Trixie, you know that's not Rainbow Dash!" Twilight cried. "She would _never _do this!"

"_Tell that to Rainbow Dash!_" Trixie snarled through gritted teeth.

"No! You know this too! You know this about _all _of my friends! Because you know they would never want to hurt _me!_"

Rainbow pressed down harder; Trixie ground her teeth in frustration. "Great, we go into _my _mind and it's all about _you?!_"

Twilight shook her head. "No, because Rainbow told you that you had to treat me right or she'd kill you or whatever, right?"

"_I think she's just invoking the 'kill me' part now anyway!_"

"But she would never do that, because that would hurt me! Some other pony might do that, but—"

Twilight and Trixie both fell silent as the images of Twilight's friends shifted again. Twilight looked around at the shifting caricatures of her friends, and then back at the ghostly, furious Applejack. Up close, it wasn't just a scowling image of Applejack from the mirror; the image itself was composed of so many smaller ponies, with that same look of distrust and menace on their face. The mosaic shifted as Applejack shifted. Twilight looked up at an image in a mirror overhead, of a demented Pinkie Pie, and found the same thing: a multitude of noisy, nosy ponies. They were everywhere; every image of her friends composed of so many tiny images of ponies with those same angry or cowering or distrustful expressions. And she recognized all too many of those expressions: the snooty uplifted nose of the Canterlot elite, the distrustful gaze of tight-knit friends regarding a standoffish stranger, the grins of thoughtless ponies reveling in someone else's misfortune.

"Wait, I get it!" Twilight cried, and she whipped around to face Trixie—still with Rainbow Dash pinning her down. "These aren't my friends at all! They're images that you constructed out of all the other ponies you've met before!"

Trixie squirmed against the pressure. "That doesn't seem to be getting this big lug off me!"

"But that's not Rainbow Dash, that's someone else, someone _you _created! And if you created it—"

Trixie narrowed her eyes. "—then I can destroy it!"

The blue unicorn reared back and bucked her legs upward, sending the ghostly image lurching up into the air. Trixie leapt back to her feet, just in time for Applejack and Rarity to charge at her. Trixie ducked to the side before they could reach her—and then hopped into the air and slammed Rainbow Dash head-on with a hard buck to the head. The shimmering image went flying back and slammed into one of the mirrors—where the image and the mirror both shattered.

Rarity and Applejack vanished, and the mirrors went dark. Trixie slumped down and panted for breath, and Twilight rushed to her side. "Are you okay?"

"I'd better not have to do that again," Trixie gasped.

Twilight looked around as their surroundings shifted; the mirrors were dark now, greased over, too smudged to show reflections. The air was stilled in the wake of battle. "Those images were all made of smaller images, of all these other mean and nasty ponies," she said quietly. "And when you met my friends, you assumed that they were no different from all those other ponies—because as far as you were concerned, they weren't." She looked back down at Trixie. "Right?"

Trixie looked away. "We _are_ being honest here," she said, "so, can you blame me? The first thing I knew of them was that they challenged me, publicly. And the next thing I knew of them was that most of them wished you hadn't saved me. Can you really tell me that they accept me? That they'll forget about what happened at my show? That they accept me even with this blasted Nightmare? That they're any _different?_"

Twilight looked back at Trixie. "But my friends didn't like you at first because you were so...well, arrogant."

Trixie arched an eyebrow. "Arrogant?"

"Yes. Like you felt like the first thing you had to do was prove that you're better than everypony else."

"Well don't I?" Trixie waved a hoof testily at the darkness around them. "If I don't, then no one will accept me!" Tears welled up at the corner of her eyes. "Just like my parents didn't accept me when I wasn't better than everyone else!"

"But _I_ accept you."

Trixie looked back down on the ground. "I know," she mumbled. "That's what makes you different."

Twilight looked back up sadly at the darkened mirrors. "But those things still aren't my friends," she said. "I know that. And...well, I hope I can show you that too." She shook her head. "I guess Pinkie was right. You really didn't have any friends."

Trixie glared. "I have plenty of friends!" Twilight stared skeptically at her and her glare began to wither. "...well, fine, so I didn't. So what?"

"Well," Twilight said, and put her front leg around Trixie's shoulders, "you have friends now. And they won't judge you for your magic skills or your past or anything. I will make sure of it." She smiled. "I know what it's like to think you don't need friends. And then you get some friends and look back and wonder how you could have ever been so silly." Her smile fell. "You just need to, y'know, be nicer to them."

"Wonderful, we go into my mind and you lecture at me," Trixie grumbled.

The mirrors shifted again, and a pathway forward opened itself up as one of them vanished in a cloud of dust. Twilight and Trixie shared a skeptical glance, but continued on. The mirrors moved; between them, the two unicorns could see flashes of the ruined circus around them: the sagging high-wire, the broken trapeze, the bones of an elephant slumped on a pedestal, the empty, rotting bleachers. Twilight shivered at the sight. If this was supposed to be some kind of physical manifestation of how Trixie felt, abandoned by her own parents and left to decay, then she felt her heart break at the thought—and she felt her spine stiffen with resolve to show her that she was not like this circus.

Light broke through one of the mirrors as Twilight and Trixie rounded a corner, and the two ponies emerged from the tent with a sigh. "That's it?" Trixie muttered. "I was expecting more..."

Twilight stopped short as she took in their surroundings. They were back in the decaying circus—but now that circus was surrounded by gray, lifeless skyscrapers. Under a sickly, stormy sky, a massive, dilapidated city stretched above and around them—and from the looks of it, it was as abandoned as the circus.

Twilight looked over at Trixie. "Wh-Where are we now?"

Trixie looked around for herself and blinked. "No idea. Why?"

Silence descended over them for a moment as Twilight turned her eyes back towards the city. "You...said you liked traveling, right?"

Trixie cringed. "Are we actually going to have _that _conversation again, Twilight?"

"N-No, but..." The purple unicorn shook her head. "I was just...wondering, why you like it so much." She shuffled her hooves awkwardly. "I mean, I don't travel much—"

"I can tell."

Twilight's ears went flat. "I guess if we stick around in here long enough, we'll find out, huh?"

"If you must know," Trixie sighed, "traveling is how I make my living. I go where the work is. And whenever I leave a place, I usually have to give it a long time before I can come back." She glanced over and found Twilight smiling wryly. "Wipe that stupid look off your face, bookworm."

"Hey, the Great and Repentant Trixie might be a big hit."

Trixie did not look amused. "Besides," she muttered, "the more I travel around, the less likely it is that anyone will really get to know me."

Twilight blinked. "Would that be bad?"

"Of course it would! How am I supposed to be the Great and Powerful Trixie if everyone knows how weak and pathetic I really am?" Twilight winced, and Trixie scowled at the sight. "You wanted honesty, bookworm, so here it is. And if I didn't say that," she waved a hoof at their surroundings contemptuously, "the Nightmare would."

Twilight frowned and shook her head. "If the Great and Powerful Trixie is so weak and pathetic, how did she overpower the Nightmare—twice? And how did she master it enough to save my life? And why did she agree to let me in here, where I would see all of her fears and weaknesses?" She sat back as Trixie pouted. "Maybe it's not really hatred of _me_ that's keeping the Nightmare alive."

"What's that supposed to mean?"

"My research never said _who_ the Nightmare's host had to hate. Just that the hate had to be there. And," she shrugged, "now that I think of it, maybe every Nightmare's host has a bit of hate for themselves."

"Great, we go into my mind and you play psychologist too."

"This would be the time for it."

Trixie crossed her front legs and scowled. "And to think I don't even get the satisfaction of being a historical novelty."

Twilight looked around as Trixie pouted. The ghostly city towered around them, but their immediate surroundings were still the circus—and yet now, the tents were closed, the bones were gone, the cages rusted shut—and only one opening was possible. "What's in there, I wonder...?"

Together, tails wrapped up tight, the two unicorns delved into the darkness. Twilight's horn flickered to life and cast a soothing pink glow over everything—and then the light from outside vanished as the tent swept shut.

"That can't be a good sign," Trixie murmured.

Twilight turned around, horn flashing brighter. "The ground is of her choosing, but she can't control _everything_ in here."

They started forward together—and then the blackness seemed to envelop even the light from Twilight's horn. The two unicorns pressed together closer in fear—until the darkness shuddered apart, like a candle flame in the wind, and they found themselves surrounded by broken seats and wooden benches, all before tattered curtains, hanging over a cracked and crumbling stage.

Twilight found Trixie grimacing in fear and pulled her closer for another badly-needed hug. "Bad memories, huh?"

"My professional career started on one of those," Trixie said quietly. "I had to put on little shows on the outskirts of the circuses at first, but then I started getting space on the stage."

Twilight frowned at the stage. "What's the Nightmare trying to accomplish here? Is she trying to drive us apart?" She blinked. "Wait, of course she is—because our being together is what weakens her..."

Trixie arched an eyebrow. "Then why isn't she actually splitting us apart, and making us go through this whole thing on our own?"

Twilight cringed as dark memories drifted back. "Discord did that to us when he returned," she explained, "but Nightmare Storm must want us to see these things together."

"So that we'll fight over it," Trixie finished. "So that we'll hate each other."

The two unicorns shared a look, and then another hug. Twilight allowed herself a smile; surely the Nightmare wouldn't like _that_.

Together, they ventured forward again, towards the stage—and then the stage rattled as cracked, smudged mirrors came crashing down onto it from the darkness, sending the two ponies skittering back in fright. The wooden benches snapped themselves out of the ground and bent themselves into new shapes in midair. Twilight and Trixie clung to each other as thunderous fireworks detonated in the darkness above, the mirrors shifted and whirled, and white smoke swirled over the stage.

And then, as abruptly as the display began, the smoke parted to reveal a bleached equine skeleton in a tattered tuxedo, a rotted carnation pinned to its lapel, and a battered top hat on its bony head.

Twilight looked over at Trixie. "Um, and this is...?"

Trixie flinched at the sight. "I recognize that outfit. That was the magician who gave me my first shot at a stage show. He wore a carnation on his jacket." She grimaced. "Except he also had, you know, flesh."

On stage, the skeletal magician produced a wand from nowhere and swung it theatrically in the air—and then the mirrors around them both settled down again, completely silent, and the reflections began to materialize once more. Twilight and Trixie shared a nervous glance—and Twilight noticed her own reflection beginning to fade from view completely, leaving only Trixie, in all the weird shapes the mirrors had to offer.

"I guess this is where we find out how you see yourself," Twilight said, "seeing as how I'm disappearing."

Trixie grimaced. "Great."

Around them, the mirrors slowly came into focus. Every bizarre angle and distortion flickered through the glass—but as they moved forward, Twilight began to notice the reflections slowly work their way back towards something resembling the truth. And then they warped again.

Twilight and Trixie found themselves on stage inside an open space, surrounded on all sides by smudged, cracked glass—with flickering images of the blue unicorn in every pane. The Great and Powerful Trixie stood on a stage, humiliating a row of other ponies with dazzling mastery of the arcane arts. Twilight frowned—because her show had never been _that_ spectacular. And she had never been this cruel to its hecklers, either. The ponies on stage were pelted with garbage from the crowd; Trixie laughed in their faces and gloried in their humiliation.

At Twilight's side, Trixie cringed. "What? Don't tell me _you've_ never had mean, vengeful fantasies."

"No, but they never got _that_ mean."

Another mirror rippled as its image came to life, and Twilight arched an eyebrow at the sight of the Great and Powerful Trixie, cape billowing heroically in the wind, as she fended off not an Ursa Minor, but a huge, snarling, razor-toothed Ursa Major—and not just an Ursa Major, but a manticore, a hydra, a dragon, and a pack of timber wolves too, all at the same time. And then it changed again, to show the Great and Powerful Trixie gallantly deflecting a landslide with her magic alone. And another image, of the Great and Powerful Trixie striding down the streets of Canterlot and disdainfully accepting the bows of its citizens, as though she were Princess Celestia herself.

Trixie followed her gaze and rolled her eyes. "What? I'm allowed to have my heroic fantasies."

"I didn't say you weren't."

But among the shifting images, one of them, wedged way in the back, caught Twilight's eye. And this Trixie was not great and powerful. This one was a scared little filly in the middle of a big city, looking up fearfully at the soaring buildings and the older, taller, disinterested ponies around her. She was alone—quivering with fright. A chilling wind swept out, as though from the mirrors themselves.

Twilight looked over at Trixie, to find her looking down at the floor with shame. "Yes, I know, you think _that_ one is the real me."

"I-Is it?"

"What do you think?"

Twilight looked back at the frightened filly in the mirror. "Well, you had a pretty good reason to be scared," she said.

The filly in front of them moved on, to a room filled with other foals—and overseen by one exhausted-looking older mare. At least the blue filly had an ability to use magic, but no one paid attention to it—at least until she put on a show, with a hat and a cape made of paper.

"That's actually incredibly adorable," Twilight said with a smile.

Trixie's face flashed red. "Glad you're taking this so seriously."

"No, really, that is pretty much the cutest thing I have ever seen."

"Well keep watching, bookworm, it gets cuter."

None of the other ponies paid attention to the show—until the little blue filly started to get more flamboyant, more showy, and more arrogant. And even then it came at the expense of one of her peers. Twilight cringed as the little filly grew, and so did her magical abilities—and her capacity for embarrassing the other foals.

But now they were paying attention to her, and instead of cold wind, the mirrors began to radiate a dry, uncomfortable warmth. Trixie snorted in annoyance. "Makes sense, doesn't it."

"I guess..."

"I know," Trixie growled, "all you can see is that scared little filly we saw first." She closed her eyes. "Can you blame me?"

Twilight pulled her closer for a hug. "I guess not."

"I thought if I was a star, ponies would like me. And then they didn't. And since they didn't like me, they would want to hurt me, and I would have to keep them at a distance. And," she waved a hoof disgustedly at the flickering Trixies around them, "well, you can see how _that_ turned out." She glanced over bitterly at Twilight. "So here I am, the Great and Powerful Trixie, deep down a neurotic, lonely wreck. As long as we're being _honest_."

Twilight kissed her. "And as long as we _are_ being honest," she said, "all _I_ see under this big tough exterior is a pony who just wants to be loved."

"Oh, wonderful, my clever deceptions don't work on you."

"If they did, I'd think you're as much of a jerk as Rainbow Dash does."

Trixie looked back bleakly at the little filly putting on magic shows in her orphanage and demanding attention with her showiness—and winning attention, but never any friends. "I'm glad we can take this wonderfully informative trip through my psyche, but I must point out that we aren't actually finding the Nightmare."

The mirrors parted—and there stood the skeletal magician, a sickly green glow emanating from his horn, levitating his wand with his magic. Twilight and Trixie stared at him inquisitively—and then they yelped in fright as knives materialized over the magician's head, and all of them went flying straight at Trixie. The blue unicorn ducked beneath them and backed away in fright.

"O-Okay, what is all this about?!" Trixie cried.

Twilight threw herself between them, horn lit up. "Leave her alone—!"

The magician lunged forward and passed straight through her, just like the images from the mirrors. Trixie backed up and gave it a hard buck to the jaw, hard enough to send its skull flying off—but the magician's skeleton shuddered, the skull floated back up to its proper place, and it adjusted its hat with a hint of annoyance.

Trixie paled. "Of all the times for that trick to stop working!"

Twilight watched with a feeling of mounting helplessness in her chest. Another test where she couldn't step in... "Trixie, what could this possibly be about? Did this guy teach you how to do magic?"

The magician flung another set of knives that sent Trixie skittering back. "N-No! Yes! Sort of!" She ducked behind one of the mirrors; the magician smashed through it with a bony hoof. "He just taught me a couple of tricks and told me to go out there and do my best—!"

With a flash of white smoke, the magician vanished—and then reappeared behind Trixie, seizing her with a cord of magic. The blue unicorn wrenched herself out of its grip and backed up next to Twilight.

"And did you?" Twilight asked.

"...the hay is _that_ supposed to mean?!"

The magician threw yet more knives; both ponies ducked, even if they would only harm one. "I'm just trying to figure out what this stuff means! Did he test you or challenge you or something—"

Trixie perked up in recognition. "He...he did, yes, I did some magic tricks for him and he wasn't impressed with the magic, but he liked the performance—" She yelped and threw herself to the ground to dodge a fourth barrage of knives. "_But he didn't use any bloody knives!_"

Twilight cringed as her mind bubbled over with explanations and possibilities; high-speed psychoanalysis was way too taxing. "The Nightmare's trying to drive us apart—but how is this supposed to help—" She looked up to find the skeleton conjuring more knives with its magic—its magic— "Wait! I get it!"

Trixie took cover behind a mirror—only for the magician to fling the mirror aside with a flick of its head and its glowing horn. "Oh good, the genius came back!"

"He's a magician—which means he's a performer—which means this isn't really magic! It's a magic _show!_ And once you figure out the trick—"

"—then it's not magic anymore!" Trixie cried, and she leapt back onto her feet. The skeletal magician reared up and hurled a knife at her chest. "It's just _tricks!_"

The knife disappeared in a flash; the magician lurched back as though it had been kicked, and then with a puff of smoke, it too vanished. The mirrors splintered, the images in them faded away, and the stage went dark.

Twilight looked towards the mirrors and back at the darkened stage in confusion. "Err...is that it?" She looked back at Trixie, and felt her throat tighten at the blue unicorn's sad and bitter expression. "Trixie..."

"So what was the point of all that, huh?" She waved a hoof at the scene behind them. "What was I supposed to take from all that? That I'm just a fake, like that skeleton?"

Twilight swallowed. "Did...did you think you were?" Trixie flinched, and Twilight gave her yet another hug. "We have to be honest, Trixie. Did you really think you were just a fake, or something?"

Trixie closed her eyes. "Sometimes. I guess. I don't know." She glanced up sadly at the stage. "More so lately, I suppose. Since I haven't had my magic, and all I could do was lie around and mope." She shrugged. "I guess that means I really hate _myself_ after all, huh. Since I never was that good at magic, and a magician who can't do magic very well must be a fake—"

Twilight put a hoof on Trixie's chin and turned her head to look her in the eye. "Trixie, if you found it in yourself to call up the Nightmare's influence, and then master it with the strength of your will, enough to save me from Inferno, then you are definitely not a fake magician."

Trixie arched an eyebrow. "How does that work?"

"Look, just because you don't have skill and knowledge doesn't mean you're fake. You can gain skill. You can learn knowledge. But will," she put a hoof over Trixie's chest, "you can't learn that. And you've already got it."

The blue unicorn looked down at Twilight's hoof, and then cast one more unhappy look at the empty stage. "Well, either way," she said, "once I get my magic back, I won't be fake. I'll be real. I know that much."

At that, the mirrors shifted and darkened again, and another pathway opened up. Both ponies blinked in surprise.

"Did you do that?" Twilight asked.

"Wait, do self-affirmative declarative sentences make this thing go faster?" Trixie added. She reared back. "Hey Nightmare, I'm awesome! And amazing! And completely one hundred percent satisfied with the direction of my life!"

Nothing happened. Trixie scowled and Twilight smiled nervously. "It was worth a shot."

"It's only worth a shot if it works," grumbled Trixie.

Together, they emerged back into the light—and discovered that once again, the surroundings had shifted. Gone was the towering, empty city; now it was a dark, dead forest. The skyscrapers gave way to the lifeless husks of trees, like winter without the snow. Twilight shivered at the sight, and looked over at Trixie—who was completely unfazed.

"You know," the blue unicorn said with a cocked eyebrow, "travel's good for the soul. Get out, see the world more." She paused at Twilight's uncomfortable look. "But I guess there's no sense having this conversation again, huh."

"We could work something out," Twilight offered, and immediately her mind set to work trying to figure out exactly how that would work. "Maybe we could work out a route..."

She fell silent and looked around at the world around them again. Some things stayed constant, but other things were always shifting. The trappings of the circus, the images of performance and magic, those were always there...but every time she looked, something was different about the backdrop. An empty plain, a city, a forest...

"I told you," Trixie said, "I go where opportunity takes me. And opportunity doesn't follow routes."

Twilight hung her head. "I know."

Trixie sniffed. "Let's just get this over with."

They moved ahead, back into the open air, amid the rusty cages and the tattered tents. Twilight looked around again, looking for another structure with an open door. The mechanics of this place were still all too strange. The Nightmare had great control, but not total control. She knew Trixie's mind better than Trixie herself did, but not completely—and Twilight's own mind remained separate, not merely a passive observer but an interlocutor, one who could untangle the symbols and figure out the puzzles.

But there were still puzzles, and still answers to be had—and her eyes fell at last on another open tent.

Trixie followed Twilight's gaze and cringed. "No. No way. We are not going in there."

"I told you she's probably hiding out there," Twilight sighed.

"Twilight, there is no way it could _possibly_ end well if we go into a rotting, decaying tunnel of love, _inside my mind_, controlled by a spirit of unfathomable darkness and rage. It just can't."

"It's not like the other places would've gone any better," Twilight said with a shrug, "and we got through those."

Trixie looked back forlornly towards the entrance to the tunnel of love. "I doubt that's what we would find in there."

Twilight looked for herself at the lone tent with open doors, streaked with mud and rain, tattered and crumbling. The shards of a red wooden heart lay at the doorway. "What _would_ we find in there, anyway?"

"Nothing, because we're not going in there. How about we try the concession stands? Or the booth where they have you shoot at wooden ducks or whatever and you win a giant teddy bear? Or—"

"Trixie!" Twilight rolled her eyes. "I'm already here inside your head. What could really be the worst thing that could happen?" She glanced over her shoulder, and found herself unsurprised to see that the tent with the stage inside had vanished behind them. "The mechanics of this place are so weird. Like the Nightmare doesn't have full control. If the Nightmare really wanted to stop us, you'd think she'd be able to just put up a huge wall between us or something." She frowned, and a sick feeling welled in her heart. "Unless she's got something else in mind..."

"What's that supposed to mean?"

"I don't know, but there's only one way to find out." And with that, Twilight wrapped her tail back up with Trixie's and pulled the sputtering blue unicorn along.

Together, they picked their way into the crumbling tent. Twilight grimaced at the smell of decay and dust, and lit up her horn to cast some light into the darkness. Everything in the stereotypical carnival tunnel of love was there, except in a state of decay, coated in dust, buttressed with cobwebs, decayed and obliterated almost beyond recognition. A dark canal ran around a corner, out of sight—but where there would have been water and a saccharine little boat in the shape of a swan, here was just a moldering heap of wood and bone-dry flooring.

Trixie turned up her nose at it all. "My love life was not _that_ bad, thank you very much."

Twilight thought about that for a second, and then her face flashed red. "O-Oh, yes, that's—oh, jeez, is _that_ what we'd be seeing in here?! Oh my gosh!"

"What did you _think_ we were going to find in here?!" Trixie squawked.

"I-I don't know! What you think about love? Like, in the abstract?"

"_Abstract?!_" Trixie buried her face in her hooves. "So that's how I'm supposed to die, huh? From embarrassment?"

Twilight took a moment to compose herself and gave Trixie a warm hug. "Look, I know it will be weird, but we'll make it through."

The ground shook; the two ponies clung to each other in fright as dark shapes rose from the rubble. Trixie scowled at the sight of yet more mirrors and looked up sharply. "Hey Nightmare, you know there are things at a circus _besides_ the funhouse mirrors, right? Like the deep-fried soda?"

Twilight blanched. "Deep-fried _what?_"

"You've never actually been to a circus, have you?"

"Deep-fried _soda?!_" Twilight squawked. "Is that—how—why do they—do you actually _eat_ that stuff?!"

Trixie rolled her eyes. "Eat, heck, I _lived_ on carny food for a while. Popcorn, peanuts, cotton candy, they deep-fry everything."

Twilight's jaw dropped in unabated horror. "They _deep-fry cotton candy?!_"

"Yes, they do. Never eat it, by the way. I did once and..." Trixie trailed off and cringed. "Well, just don't eat it."

They trooped on down the dry canal, through the open spaces between the mirrors—but as they moved forward, Twilight noticed the mirrors getting more densely-packed, and even more confusing. The shapes of herself and Trixie blurred together in some places, stretched far apart in others, and never seemed to make sense—but the solid, unchanging ground beneath their hooves led them on, deeper into the maze...and closer, she hoped, to the Nightmare. How they were going to get rid of the bloody thing was not yet clear, but Twilight would not rest until it was gone.

Trixie glanced over at Twilight and twitched in evident discomfort. "This is humiliating."

"Is it that bad that I get to know you?"

"It is like this," she waved a hoof contemptuously at the foggy mirrors, "when I have absolutely no control over what you see."

Twilight looked away with a frown. "So...you don't trust me?"

Trixie rolled her eyes. "If I didn't trust you, Twilight, we wouldn't even be here. I'm letting you see all my deepest, darkest fears," she glared over at the purple unicorn, "and I expect you to keep them that way."

Twilight smiled back. "Cross my heart and hope to fly, stick a cupcake in my eye."

"...excuse me?"

"Oh, um," Twilight blushed, "it's the, uh, Pinkie Pie Promise."

"The _what?_"

"It's the highest level of confidence you could possibly attain," Twilight explained with a grin. "When a Pinkie Pie Promise is made, it will be done, no matter what. If she pledges to keep a secret, nothing will ever draw it out of her. And woe betide you if you ever break one. Just making that promise right now means she'll somehow know I made it, through whatever mystical forces govern her crazy existence, and she'll hold me to it forever."

Trixie stared. "You ponies are all crazy."

"Oh, you don't know the half of it." She smiled back at Trixie. "But I promise, your secrets are safe with me, Trixie. I won't tell a soul." She looked up at the mirrors, still reflecting indistinct purple and blue shapes. "I know where I am and what I'm seeing, and I know how much it would hurt you if I ever broke your confidence, and," her smile faded and her gaze shifted towards the ground, "and I can't do anything to hurt you."

Trixie grimaced. "We're not having that 'are you leaving' conversation _again_, are we?"

"No," Twilight said with a shake of her head, "at this point it would probably be meaningless."

They walked on in silence for a moment, and Trixie looked forward into the darkness. "You really _are_ too nice to deserve all this."

"Wha—?"

Trixie nodded up ahead; Twilight followed her gaze and blinked in surprise as the mirrors began to shift again. But this time it was Trixie that faded away with every step in their reflections—leaving only the shifting, distorted images of Twilight.

"This must be the part where you get to see how I look at you," Trixie said, with an awkward gaze at the floor.

They both came to a stop and Twilight tilted Trixie's chin up to look into her eyes. "Trixie, whatever is in there, I promise, I'm not going to hold it against you."

"Promise, huh?"

"I do." Twilight smiled. "The princess did say not to take everything here at face value, after all."

"Yes, well, we'll see, won't we?"

They continued on together and Twilight steeled herself for the visions ahead. Promise or not, her heart began to beat faster at the thought of finally figuring out just what it was Trixie felt about her—and the fear of what the answer might be began to crawl up her spine.

The images of her were everywhere—and she could hardly recognize herself in any of them. She saw herself immersed in books, but ignoring everything around her—even her friends, even Spike, even Trixie. She saw herself treating Trixie the way she had treated Pinkie while trying to figure out those blasted "Pinkie senses." She saw herself as a bully, wielding the Elements of Harmony over Trixie's head.

"This...this isn't me," she whispered.

Trixie looked at her sadly. "You promised."

"I-I know, but..."

One of the mirrors showed her on the road, as the Great and Powerful Trixie's bumbling, hopeless assistant, the butt of Trixie's jokes, the laughingstock of her comedy act. She flinched at the thought of being Trixie's sidekick.

Trixie noticed her expression and heaved a sigh. "I know."

Twilight smiled back sadly. "I guess you aren't the kind of pony who would look at anyone as an equal."

The two ponies continued ahead another step—and then Twilight blinked at the telltale feeling of magic in the air. She shoved Trixie to the side with a yelp—and not a moment too soon, as a blinding, sparking column of magic came slamming down on the ground between them. Twilight and Trixie scrambled back to their feet ahead of the rippling mirrors—and from their shimmering surface emerged another unicorn with a purple hide and streaked mane.

Trixie scowled. "Well, _that's_ not portentous or anything."

Horn sparking with bright electricity, the ghostly Twilight Sparkle stepped forward with a murderous gleam in her eyes. Twilight's jaw dropped as the ghost's horn flashed dangerously; Trixie jumped aside as it fired a pulsing blast straight towards her.

"We're doing this again, are we?!" Trixie snapped, and she shot a glare at Twilight—the one that had come in with her. "Genius, do your thing!"

"What?!"

"It's another puzzle! Figure it out!" Trixie threw herself to the ground to dodge another blast. "Because I'm getting _really_ tired of this!"

Twilight looked back in disbelief at her ghostly self, and noticed that it had changed; it wasn't quite Twilight Sparkle. This apparition was taller, gaunter, with a longer horn, and eyes flickering red. She threw herself in between the ghost and Trixie—but as usual, the image was unaffected. Orbs of pink light flashed into existence overhead, and bright bolts of lightning came streaking down to send Trixie skittering back in terror.

"This _can't_ be how you see me!" Twilight wailed. She glared up at the darkness above. "It can't be! Not if she took control of you to _save me!_"

Trixie yelped in fear as the ghostly unicorn seized one of her back legs with a tendril of magic and held her aloft, upside-down, sparks dancing around her. Twilight whipped around, eyes wide in disbelief, as her translucent image stalked forward. Trixie reared back and lashed out with her free back hoof, hard enough to smack the ghostly Twilight in the face and knock the phantom back—and that was enough to weaken the magic and send Trixie tumbling to the floor. She sprang back up and backed away with a frightened squeak, and the ground shook as the ghost gathered power to its horn.

"This must be something about how you see me," Twilight murmured, and wracked her brain for an explanation. "One of...one of those images in the mirrors! You thought I was just here to use you, like a science project or something? You thought I was humiliating you—"

"You _were_ humiliating me!" Trixie barked.

The ghostly Twilight reared back and called down a storm of lightning bolts from overhead; Trixie shrieked and curled into a ball as dark magic rained down around her.

"I'm sorry!" Twilight cried. "I...I just don't understand!"

With a shudder, the ground cracked open around Trixie and flung her into the air; glimmering cords of magic wrapped around her legs and brought her back down to the floor with a crash. The ghostly Twilight stalked forward victoriously, sparks dancing off the end of her horn.

The blue unicorn glowered up at her phantasmal foe. "You must have come from me," she growled, "but I have no idea how..."

"Is this what you were afraid I'd do to you?" Twilight asked. The phantom charged a spell at the tip of its horn. "_Trixie!_"

"It is!" Trixie clamped her eyes shut. "Of course it is!"

The phantom stopped, as though frozen; Twilight blinked incredulously.

"Y-You thought..." She shook her head. "You still think...you still think I'd do this to you?"

Trixie wriggled against the ghost's crushing grip. "I guess the doubt has never really left me."

"H-How?!" Tears welled in Twilight's eyes. "How could you _still_ think I'd—"

"Well, for all those great big uncomfortable conversations we keep having, you've never exactly told me just _why_ you fell in love with me!" Trixie squirmed as the phantom's grip tightened. "And, you know, doubt kind of does stuff like this!"

The ghostly image of Twilight flashed a furious scowl and flung Trixie to the ground. She struggled back to her feet, but then a wave of magic shoved her onto her back, and the lightning came down around her again. She slowly backed away as the phantom advanced.

"I-I don't know!" Twilight cried.

Her translucent counterpart glowered and launched a blast that singed the end of Trixie's mane. "_I don't think that was an acceptable answer!_" Trixie shrieked.

Twilight buried her face in her hooves and tried to scrub away the tears. "I—I really don't! I just...I wanted someone who shared my interests, because no one in Ponyville likes magic the way I do!"

Trixie blinked in surprise as Twilight's phantasmal image began to flicker, and the magic began to weaken. The ghost glanced over its shoulder in alarm, and then drove Trixie back into the ground with a shimmering burst of magic.

"A-And I-I've never been in love before," Twilight went on, tears sliding down her cheeks, "and I don't know what to do and I'm so afraid I'll mess up, but I know I have to make you happy, because that's—"

The phantom charged forward and pointed its horn at Trixie's throat; the blue unicorn backed up until she reached the canal wall, and trembled in fear as the ghost's hateful red eyes bored into her.

"I don't know why I'm in love with you," Twilight whimpered, "I just...I just _am!_"

Trixie tore her eyes away from the ghostly version of Twilight and pointed them towards the real one. "A-And that's why you keep worrying about me leaving—"

"_If that's what it takes to make you happy, then fine!_" Twilight cried. "Just _tell me!_"

The phantom flashed; its eyes went wide—and then it dissolved in a puff of light. Trixie leapt to her feet and backed away as the ghostly image of Twilight Sparkle vanished, and she found her place at the real Twilight Sparkle's side—where the purple unicorn was getting back up and staring in surprise at the sight before her.

"Did that...?" She looked back at Trixie. "Does that mean..."

Trixie slumped back tiredly. "I bloody well hope so. I'm getting tired of this."

"No," Twilight said, and put a hoof on Trixie's shoulder, "does that...does that mean you believe me...?"

"Wha—of course I do."

"Really?"

Trixie waved a hoof at the spot where Twilight's menacing apparition had once stood. "It was good enough for your evil twin there, apparently." She looked over at Twilight, at the tears still streaked on her face, at the imploring look in her eyes, and her irritated expression melted away; Twilight squirmed as the look on her face swirled with emotion. "And...the worst part..."

"What is it?"  
Trixie looked away with tears trickling down her face. "You're the kind of unicorn my parents would have _wanted_ to have." She looked back at Twilight with bleary eyes. "You really _are_ more powerful than me, and that's the worst part. Because you're what _they_ would have wanted. You're what _I_ wanted to be. To be good enough for them." She shook her head. "And I ran around Equestria putting on magic shows and bragging and telling embellished, made-up stories so that I could _be_ what they wanted. And then I came to Ponyville and I met you, and you _were_ everything that I wanted to be, and then you took me in and showed me so much compassion and fell in love with me, and you were the only one who stood up for me against your friends, and..." She waved a hoof despairingly. "And yet you're _still_ better than me."

Twilight looked back up towards the mirrors, where she saw a thousand images of herself—but none that was truly her. "Then...did you not fall in love with me?"

Trixie groaned and put her head in her hooves. "I don't know."

Twilight pulled Trixie back to her feet and they locked gazes. "Well, however you feel about me," she said, as tears brimmed in her eyes, "don't ever forget that I mean it when I say I love you. I don't care if your parents didn't want you. _I_ do. And I don't care if underneath all the bravado you're a fragile pony who just wants to be loved. Because so am I. I don't know how it happened. I don't know why. I just am. And I want you to be happy," she swallowed the lump in her throat and hugged Trixie, "no matter what it takes."

Trixie sighed. "And that's why I said that you're too nice to deserve all this."

"I don't care. We're going to get your magic back so you can be you again—whether it's with me," Twilight sniffled, "or not."

They shared a kiss for an instant—and then they jerked apart and whirled around at the sound of a furious, earth-shattering, wall-shaking scream. The trappings of the tunnel of love dissolved into darkness; the ground shuddered beneath their hooves; and with a mighty roar, the world shifted again. Twilight and Trixie pressed against each other as the mirrors came down around them—and behind the mirrors, they found themselves under the crumbling big top, in the center ring, surrounded by decaying bleachers. And in the center of it all, sporting a furious scowl, stood Nightmare Storm.

"I don't know what it will take to drive you two insipid creatures apart," she snarled, and her smoky mane thrashed and flailed like an angry, captured beast, "but one way or another, Twilight Sparkle, you will die."

The two unicorns dug their hooves in. "Still not accepting defeat, are you?"

"I have _hardly_ been defeated," Nightmare Storm hissed, and the ground shook again. Twilight and Trixie shared a nervous glance. "Because I am still here—because there is still something, little Trixie, that you _hate_."

Twilight glowered back. "Give it up already, Nightmare Storm! You've lost!"

The Nightmare's eyes flashed with raw fury. "I assure you, Twilight Sparkle, I have not."

The air trembled, the shadows parted, and the ring lit up at the dreaded footfalls of an Ursa Minor—with the ghostly specter of Trixie on its back.

—


	21. Chapter 21: Under the Big Top

Nightmares

—

Chapter 21: Under the Big Top

—

Twilight Sparkle and Trixie shared a nervous look. "Alright, show of hooves," Trixie sighed, "who knew _this_ was going to happen?"

Towering above the two unicorns was a scintillating specter of the starry hide of an Ursa Minor, jaws gaping, claws dug into the ground, eyes burning with fury. And on its back, with a star-spangled cloak and a wicked grin, was an equally spectral image of the Great and Powerful Trixie—in total command of the massive beast. The Ursa threw back its head and let loose a mighty roar that shook the earth—and a pink glow emanated from underneath the ghostly Trixie's hat.

"That's just no fair," Trixie grumbled. "Even my evil symbolic ghost self can use its magic? When do I get _mine_ back?"

Twilight backed up against Trixie. "I-I don't know, but now would be a good time!"

The Ursa lunged forward and brought down a paw with a thundering crash; the two unicorns darted apart just in time. Twilight dug in her hooves and charged up a spell—but then the Ursa whipped around and backhanded her with the same paw, and the purple unicorn flew across the ring and landed in a heap at its edge.

"Oh," she grunted, "so that one _can_ hurt me."

With a swirl of smoke, Nightmare Storm materialized over Twilight and brought down a column of blue energy; Twilight's eyes snapped open, her horn blazed to life, and the Nightmare's attack slammed into a translucent pink shield.

"Now now," cackled Nightmare Storm, "that's Trixie's demon to slay."

The taller unicorn raised a hoof over Twilight's head—and then Twilight blinked out of existence and reappeared on the other end of the ring...

...where the Ursa roared in fury and nearly brought a paw back down on top of her again. Twilight backed away next to Trixie, as the beast advanced menacingly.

"Okay, are you still not over that Ursa Minor thing?!" Twilight panted.

"What do you mean 'not over it?!'" Trixie shot back. "Do you have any idea what that meant to me?! It took away all of my things, it ruined me, it—"

"_Move!_" Twilight shouldered Trixie aside as the Ursa struck again; the two ponies rolled back to their feet and looked up, to find the ghostly image of Trixie with an amused smirk on her face. "It's not just the Ursa...you're up there too!"

"Yes, well, you're the genius who's been cracking the code!" Trixie snapped. "So how about—"

She yelped in fright and threw herself to the ground, just as a shimmering blast of blue magic seared by over her head. Twilight snapped her attention back in its direction, and found Nightmare Storm striding closer, grinning, green eyes glittering with delight.

"Didn't I tell you, little Twilight?" she laughed. "This is Trixie's demon to slay."

The Ursa growled, teeth gleaming. Twilight and Trixie shared a look—and then turned tail and bolted in the other direction.

Together they vaulted over the fallen seats and darted out of the tent. The frame of the tent exploded outwards and the Ursa charged after them with a furious roar and thundering footsteps. Around them, the scenery shifted again, to a barren windswept city, the streets deserted, the windows dark. The Ursa rumbled after them, knocking down light posts and dead trees, eyes blazing.

"Alright, what's all this?!" Twilight gasped.

Trixie glanced around their surroundings. "It's Baltimare—" She shouldered Twilight aside and led her down a different for the street; the Ursa simply smashed straight through a building behind them, a billowing cloud of dust and debris rising in its wake. "Where I, uh, got my start, I guess...?"

Twilight risked a glance over her shoulder, at the ghostly Trixie on the Ursa's back, a vicious smile on her face. "That image of you is controlling it," she said, "so I guess this thing represents something about you—and about the Ursa?"

"Ooh, did Princess Celestia teach you that one?"

"Not the time for sarcasm, Trixie!" They veered right and ducked down a smaller street; the Ursa barreled through another building and roared as it followed. "How do we stop this thing?!" The Ursa plowed through a third building, sending bits of concrete raining down on the two unicorns, and they dove down another alley and vaulted over a low fence. "The other ones went away after you admitted something important about yourself..."

"Yes, something unflattering," growled Trixie. She stole a frustrated glare back towards the Ursa, plunging through sheer concrete walls like they were nothing. "So what is it this time?! Am I fat?! Does my breath stink?! Am I not styling my mane right?!"

Up above, the ghostly Trixie's eyes flashed—and then she launched a pulsing column of pink light down between the two fleeing unicorns, blasting them apart and knocking them both into the walls on either side of the alley.

Twilight groaned as she picked herself back up. "This...must be about you, somehow," she said, and moved back to Trixie's side. The Ursa advanced slowly, menacingly, jaws hanging open and rage burning in its eyes. "But why would there be an image of you on top of that thing?"

Trixie rubbed the side of her head painfully. "And beating me up too—"

Twilight blinked, and then the two unicorns shared a surprised look. "Wait," Twilight said, "beating you up—that's it! It's—"

Another blazing blue pillar of light slammed down in between them and threw them apart again—and then the ground shook and cracked as Nightmare Storm landed between them with a furious snort.

"I have not laid dormant inside this pathetic charlatan's broken shambles of a mind to be denied like this," she snarled, and turned two glittering green eyes on Twilight as the purple unicorn struggled back up. With a telekinetic shove, she slammed Twilight up against the wall.

The purple unicorn looked up with a nervous smile. "Um...we can still talk about this if you want?"

With a furious scream, Nightmare Storm charged a spell at the end of her horn—and then, just before she fired it down at Twilight's head, a blue shape crashed into her from the side and pushed her head towards the Ursa. The spell went off with a blinding flash of light—and the beam slammed the ghostly image of Trixie off the Ursa's back. Nightmare Storm looked back, scowled at Trixie clinging to her neck, and bucked the blue unicorn off. She turned back towards Twilight, only to find her firing a spell of her own, and a wave of pink light threw Nightmare Storm into the opposite wall with a flash.

Twilight rushed over to Trixie and helped her up. "Are you—"

The Ursa cut her off with a shrieking roar that crumbled the walls around them. The two unicorns squeaked in fright and took off.

Twilight squeezed her eyes shut and thought back desperately to the princess's words. She tried to see the world through Trixie's eyes, through the eyes of a showmare, insecure about the limitations of the very power on which she depended for her identity and her livelihood. And there was this giant slavering beast, come to ruin everything about her, expose her powers for what they really were, destroy her possessions—including that most precious possession of all, her good name.

But who had brought the Ursa to Ponyville in the first place? Snips and Snails—but it was a shimmering translucent image of Trixie riding atop that thing, seemingly controlling it. And it was Trixie's boasting that had led Snips and Snails to go drag an Ursa to town in the first place.

Twilight looked back at the monster chasing them—where Trixie was back on its back, this time looking quite displeased. Somewhere deep inside her, Trixie blamed herself for all that—or rather, somewhere deep inside her, Trixie _hated_ herself for all that. Because it made her confront the truth...or at least, what she thought was the truth.

"I understand, Trixie," she said at last. The blue unicorn blinked at her. "About why that thing is here."

Trixie rolled her eyes. "Oh, good, now get rid of it!"

"I...really can't do that."

"Oh, yes, of course, it's _my_ demon to slay!" Trixie stole a glance over her shoulder at the beast bounding after them. "Which would be a lot easier if _I had my magic!_"

Twilight looked around frantically, and then wrapped her tail back up with Trixie's. "Hold on, we need someplace to think!"

The world vanished in a burst of pink light, and then reappeared around them, far behind the Ursa, in the midst of its vast, smoking path of destruction. The two unicorns slumped to the ground tiredly as the Ursa's thunderous footfalls faded into the distance.

"I understand that now," Twilight said after catching her breath. "That Ursa is here, and that image of you is on top of it, because somewhere deep inside, you hate yourself because of what happened in Ponyville." She bowed her head. "Because it showed you what you thought was the truth."

Trixie arched an eyebrow. "Did it, now."

"It showed you that you really weren't as great and powerful as you said you were," Twilight said, "and it ruined everything about you, in front of the same crowd you'd boasted to before. And then," she closed her eyes, "and then I made it all worse, by doing what you couldn't do. And it...crystallized everything we've seen here today." She looked around expectantly. "And _that_ is where the Nightmare took root."

The blue unicorn stared back with a look of guarded resentment. "Telling me that I hate myself for being weak doesn't change anything, you know."

The ground shook and another blast of blue light flung the two unicorns apart—and Nightmare Storm landed in the smoldering clearing with a snarl.

"That's because it's _true!_" she snapped, and her green eyes flashed with contempt for them both. "You hate yourself because you're _weak_—and you hate _her_ because she's _not!_" The Nightmare whirled around on Twilight, smoky mane thrashing, a spell charging up her horn. "And _that_ is why you turned to me, little Trixie—because I can make you _strong!_"

Trixie picked herself up with a grunt. "You didn't make me strong enough to kill her the first time, now did you?" she snapped. Twilight blinked in disbelief, but before she could say anything, Trixie stopped her with a look. "Maybe you didn't make me strong enough because you _can't_."

Whatever Trixie was trying to do, Twilight slammed her eyes shut as the Nightmare's spell sent her sailing back into a wall, and she decided that it was definitely not working. Nightmare Storm glanced back at Trixie with a cruel smile.

"You should know better than to underestimate the darkness in your heart, little Trixie. The darkness that has always been there. The darkness your precious Twilight Sparkle has seen on display in full, in all its unfathomable blackness."  
Trixie stood her ground as the smoke lashed around her. "And she hasn't rejected me."

"Yet."

Twilight seized her chance to leap up and blast Nightmare Storm back with a spell of her own—and then she darted past the reeling black creature and teleported over Trixie's side, then teleported again, deeper into the ruins, into the darkness.

"Trixie," she said, and put a hoof over her lips before she could say anything, "it's not about how strong or weak anyone is. It really isn't. You have to understand that whether you're a strong magician or not—"

The walls shook and cracked, and bits of the ceiling began to fall; outside, Nightmare Storm roared with fury as she poured magical power into the walls of the building.

Twilight cast a shield around them as the ceiling began to crumble. "It's not about being strong or weak!" she cried. "You have to remember, no matter how strong you are, it doesn't affect how good or bad you are!" A huge rock came down on the shield and splintered; Twilight winced under the blow. "It doesn't affect whether anyone will care about you!" A piercing roar split the air and the entire building shattered under the starry claws of the ghostly Ursa and its spectral rider. Twilight squeezed her eyes shut and fell to the ground. "It doesn't affect whether I love you!"

Trixie and Twilight looked up in shock as the Ursa flung aside the remaining wreckage, lifted its paws back, and brought them down with a roar—and they landed with a crash on Twilight's shield. The purple unicorn ground her teeth as her horn began to burn from exertion, and she struggled to get back up.

"Trixie, when Princess Celestia made me her student, she told me I was the most powerful unicorn she'd ever seen," Twilight groaned; up above, the Ursa pressed down harder. "But that's not why my friends became my friends! They did because they liked _me_," her legs trembled, "and my power as a unicorn had nothing to do with it!" She cracked open an eye to look at Trixie, through teary, blurry vision. "_You're worth more than your magic!_"

Only the sound of the Ursa's furious growls could be heard for a moment, as Trixie stared at Twilight, thunderstruck; and then a look of determination darted across her features and she rolled out from under Twilight's shield. Twilight blinked in surprise, but the Ursa lifted its paw—and the purple unicorn collapsed as her shield went out.

"If that's the case," Trixie said, circling around the Ursa slowly, as the monster and its ghostly rider watched her with surprise, "then I guess I don't need it so much after all, do I?"

Nightmare Storm materialized from a cloud of smoke next to Trixie, an amused smirk on her lips. "A magician without any magic, is it?"

Trixie kept her eyes fixed on the Ursa instead. "And I guess if Twilight followed me this far, into the darkest, deepest corners of my mind, and she _still_ likes me," she spared a glance away from the Ursa's eyes, up at the Nightmare, "then you really are unnecessary!"

The amused look on Nightmare Storm's face vanished. Instead, her eyes flashed with rage. "You embraced my power, little Trixie, and as long as I'm here, you know you haven't truly let me go!"

"Oh, _shut up!_" Trixie smacked a hoof across Nightmare Storm's face and sent the black unicorn reeling in shock. "You've overstayed your welcome, you sorry little storybook villain!" She whipped around to glare up at the Ursa. "And _you_ have been making a mess of things in my psyche for _far too long!_" The Ursa and its caped rider stared in astonishment. "I have _had it_ with being this helpless little doll! No more! I am moving on—and the first thing to go is _you!_"  
The Ursa reared up in surprise—and then, in a puff of blue smoke, it was gone.

Nightmare Storm's eyes bulged. "_What?!_"

Twilight blinked. "T-Trixie..."

"I'll never move on if that thing keeps haunting my every step," the blue unicorn snarled—and then she turned around to face Nightmare Storm. "And the same goes for you!"

Nightmare Storm backed up, eyes wide. "You fool! Don't forget who gave you this power—"

"You didn't give me power, you took my power hostage!" Trixie screamed back—and Twilight's jaw dropped as the telltale pink sparks of magic began to form around Trixie's horn. "And now you think you're going to turn me against the one pony who really is on my side? Who really doesn't care how powerful I am or how useful I am? Don't make me laugh, you pathetic little worm!"

"W-Who do you think you are?!" Nightmare Storm roared, and her horn flashed to life with flickering blue sparks—but Twilight saw her trembling legs as she backed away. "Without me, you're nothing! Without me you couldn't do anything against that Ursa!"

Trixie advanced with a scowl. "Without you, I have my magic," she hissed. "Without you, I have my freedom." Her horn glowed, a spell growing at its tip, and Twilight tensed with anticipation as she felt the air crackle with magic. "Without you, I have my identity!" Trixie lowered her head; Nightmare Storm reared up in fear. "Without you, I am the _Great and Powerful Trixie!_"

Trixie's horn blazed to life and launched a shimmering bolt of pink magic straight into Nightmare Storm's chest. The black unicorn threw back her head and screamed—and then her body fractured, light flooded out from every opening, and Nightmare Storm vanished with a shriek.

And then the ruined city went dark and Twilight and Trixie stood alone in a silent, abandoned ring under a darkened circus tent.

"Wow," Twilight said, "that was a heck of a finish."

Trixie tossed her mane. "You can always trust a showmare to close out a show properly."

The tent fluttered open—and from outside came a shimmering ring of light, rising off the ground out at the corroded gates of the circus.

Twilight and Trixie shared a look. "Well that's nice and obvious," Trixie snorted. Twilight shrugged and started forward—but before she could get far, Trixie put a hoof on her shoulder to stop her. "Um, before we go back," she said, and she smiled hesitantly, "I just wanted to say thank you, Twilight, for coming with me."

Twilight smiled back, and together they walked off into the light.

—

Everything came back in a rush and Twilight had to blink until her vision refocused—and there, stretched before her with tension hanging in the air, was Canterlot's throne room...and all of her friends.

Princess Celestia broke the silence. "Welcome back, you two," she said with a smile.

"_TWILIGHT!_"

Everything almost went dark again as Twilight bore the brunt of a full-force bone-crushing bear hug from Pinkie Pie. Trixie immediately took refuge behind the purple unicorn as Twilight's friends rushed in.

"Oh my gosh it was _so scary_ you and Trixie were like _completely asleep_ it was crazy it was like you were _dead_ and the princess was all like 'don't worry' and we were all like 'but we're gonna worry anyway' and Rainbow Dash had to go outside for a little bit and—"

"Hey!" yelled Rainbow Dash. "I thought you said we weren't going to talk about that!"

"—and then Princess Cadence was all 'I have faith in Twilight' and Princess Luna was all 'shut up, we're trying to concentrate,' and—"

"I did not!" Luna cried.

Twilight promptly corked Pinkie's mouth with her hoof. "I get it, Pinkie, thanks."

"Did you accomplish your mission?" Celestia asked pointedly.

Everyone went silent, before Trixie hesitantly stepped forward. Her horn lit up and one of the pillows followed her command, drifting through the air. The blue unicorn smiled over at Twilight.

"Mission accomplished," she said.

The relief was palpable—but before anyone could say anything else, Twilight held up a hoof to stop them.

"I really appreciate that everypony was so worried about us," she said, and her smile began to fade as she looked over at Trixie again, "but I think Trixie and I need to have a very long chat. Alone."

Applejack's ears flattened. "B-But ah thought you two got rid of the Nightmare..."

"We did," Twilight answered, "but," she glanced back at Trixie again, "I...I'm really not at liberty to say."

Celestia spread her wings to gain everyone's attention. "I understand," she said with a solemn nod. Twilight and Trixie nodded back, and slowly made their way out of the room, picking their way through the heavy silence. The doors swung shut behind them.

"Um," started Rarity, "this..._is_ a good thing, right?"

Luna looked over inquiringly towards Celestia. "Sister...?"

The solar princess closed her eyes. "It seems my faithful student has learned another lesson."

—

It was well past midnight when the chariot brought Twilight and her friends back to Ponyville. All of them exhausted, it didn't take long for them all to head back home for bed. Spike fell asleep practically before his head hit the pillow. Luna's moon watched over it all—and to Twilight Sparkle, it was a little comforting to see that tangible symbol of the princess in the sky above them, lending them strength.

She would need it.

Twilight and Trixie silently made their way out the library's front door, with Trixie decked out in her starry hat and cape, and two saddlebags underneath. Twilight closed the door as quietly as she could behind them and paused for a moment to look up towards the moon—and prayed for the strength she would need.

"Are you sure you don't want to wait until morning?" she asked, and looked back down at Trixie. "So my friends can see you off?"

Trixie shrugged. "I need all the head start I can get if I'm going to avoid Rainbow Dash killing me for this."

"She is not going to kill you," Twilight said. "We both decided." She looked away. "It's just...more painful than I thought it was going to be."

Trixie looked towards the ground. "I'm sorry."

"I-It's okay," Twilight said, even as the lump in her throat screamed at her that it wasn't. "I understand."

"I have to leave," Trixie said. "I haven't been me, for...months. I spent so long in the forest honing Nightmare Storm's powers, and I spent a long time here too, and," she shook her head, "I have to be out there again. I _have_ to be." She shook her head. "And...I really can't ask you to go with me. Abandon all your friends, all your studying, Spike...I can't ask you to do that, can I?"

Twilight smiled sadly. "You could," she said, "and I would."

"And you'd be miserable."

"Yes, well, being in love makes you do stupid things, I guess."

Trixie looked down again. "I...guess I owe you an answer to your question, then," she said. "When you asked me if I love you. And now that you've gone rooting around inside my mind, I guess you can figure out the answer yourself."

Twilight shook her head. "I saw what makes you who you are," she said, "but you're more than the sum of your parts."

Trixie sniffled. "Well...I...just don't know," she said. "I guess you already know. You have these crazy, intense feelings for me and I don't know what to do. No one's ever really felt this way about me, I guess, and I don't know what to do about that. Because I always thought I really wasn't worth anything, and now that somepony thinks I am, well..." She smiled sadly. "I guess I have to figure that out."

Silence fell over them both as they stared awkwardly at the ground. Twilight finally offered Trixie a sad, teary smile. "I understand, Trixie," she said. "I know. You have to go where you'll be happy," the tears brimmed in her eyes, "even if that's not with me." She wiped them away. "Are you going to come back?"

"I...don't know." Twilight felt another piece of her heart fracture. "I have to decide. But, well...whatever I decide, you'll know."

"I'll know?"

"Somehow. I promise." She gave Twilight another resigned smile. "I told you on the train to Canterlot that I'd never forget what you've done for me. And I won't. But...I just have to go."

Twilight scrubbed away the tears. "I know."

They met for one last hug, and Twilight threw all her effort into trying not to cry as Trixie pulled away with a smile, and then turned around and marched off into the night.

And she made it back inside, and all the way back up to her bed, before she broke down and cried.

—

It wasn't that Rainbow Dash didn't trust Trixie. It was...well, actually, it _was_ that she didn't trust Trixie. Not completely, anyway. And that was totally why, after everyone got home from Canterlot, she paused to take a brief detour towards the library and make sure everything was _really_ okay.

And that was how she found Twilight crying in her bed, and Trixie walking away, towards parts unknown, in her starry cape and hat. And _that_ was why Rainbow Dash zipped over Trixie and landed right in front of her, startling her in the process.

Rainbow fixed Trixie with a serious look. "So I heard Twilight crying up there just now."

Trixie cringed. "Let me guess, you're going to kill me."

It would have been easy to say yes, and make her grovel, and make her march right back into that library and apologize for whatever it was she did to make Twilight cry...and _then_ beat her senseless for making it happen in the first place. But something about the look in the blue unicorn's eye made Rainbow stop.

"Just...just tell me why you're going." She looked at the ground sadly. "Tell me why you're gonna hurt her so much."

"I'm not trying to—"

"But it'll happen anyway," Rainbow said, "whether you like it or not."

Trixie stared back, full of resentment—but somewhere in her eyes was a touch of sadness as well, hidden. "I know." She glanced back at the library, and the resentment disappeared. "That's the worst part."

"So why are you doing this?" Rainbow sat down with a sigh. "That's all I wanna know. And then you can go, and do...whatever. I don't know. I don't care. I just want to know why." She frowned. "Was this something you saw during that dream walking spell?"

"You could say that."

"So it's something you _can't_ tell me?"

"You...could also say that."

Rainbow's ears flattened. "So what you're really saying here is," she swallowed, "I have to decide if I really trust you or not."

Trixie blinked. "Excuse me?"

"Because I get that you and Twilight had some really deep, personal, important stuff going on in there," Rainbow went on, "and it's stuff you wouldn't want anypony—and especially not lil' old me—to know about. I get that." She started to pace around Trixie, slowly. "And yet for months, Twilight has risked her life to save you from getting blown away by the Elements of Harmony—which is what _I_ wanted in the first place. And she went into the depths of your mind to help you root out the Nightmare and destroy it once and for all. And," she came to a stop in front of Trixie, "_this_ is how that all ends?"

Trixie glanced around awkwardly. "I didn't say it was ending."

"Then what's going on here?"

"It's...complicated." Trixie nodded to herself. "Complicated, yes. Look, I don't really know that much about you, so maybe I'm just taking a stab in the dark here, but...how would you feel if you broke your wings? Really badly, and you couldn't fly for months?"

Rainbow grimaced at the very thought. "Horrible."

"But then, as you're sitting there waiting for your wings to heal, you discover things about yourself that you never knew—"

Rainbow squirmed as she thought back to that whole "reading" incident. This was getting a little too real for comfort. "Okay, I get it."

"Do you?"

"Well, yeah. You couldn't do your magic for a long time, and now that it's back, you have to go on the road and get back to it."

"And," Trixie added, with a glance towards the library, "I can't very well ask Twilight to come along, because we both know she would be miserable, being separated from her studies—and from all of you." She fixed Rainbow with a serious look. "And I am not willing to do _that_. Not after she risked her life to save me from that Nightmare, and not after all she's done for me."

Rainbow's gaze fell towards the ground. "Okay," she said, "but, y'know, I don't really know why, but she really did love you. She must have, if she did all that stuff for you. And, y'know...I don't want you to forget that."

Trixie closed her eyes as she brushed past Rainbow Dash. "I know. That's why I'm leaving."

"Because you don't feel the same way?"

The blue unicorn spared one last glance towards Rainbow. "Because I need to find out."

And with that, Trixie headed off into the night. Rainbow Dash watched her go until she disappeared down the road. She looked back up at Twilight, and thought for a moment about what Trixie had said. She looked down at the dirt road, and noticed a trail of teardrops in the dust.

Rainbow looked back up towards the road, stretching on into darkness. "I guess that's punishment enough," she mumbled, and took to the sky with a heavy heart for home.

—

Applejack expected Twilight and Trixie to want to spend a lot of time together after they got back from Canterlot. It was only fair, after all. They'd gone through this crazy magic mind-reading spell or whatever and they probably had all kinds of issues to work through and, really, maybe all they wanted to do was just cuddle. Whatever. Applejack wasn't going to judge.

But three days was kind of unreasonable. Even so, at least it made some sense...but they'd seen Spike out and about the past few days and he'd made an obvious effort to avoid Twilight's friends, and _that_ was just plain weird. And so Applejack had Pinkie Pie, Rainbow Dash, Fluttershy, and Rarity gathered at the gate to Sweet Apple Acres for a rescue mission.

"I think they need a party," Pinkie Pie declared.

"Darling, please, they've just gone through a very rough emotional event," Rarity scoffed, "we really should give them some space."

"Then how come Spike's avoidin' us?" grumbled Applejack.

"I-I vote for space," Fluttershy squeaked.

Off to the side, Rainbow Dash said nothing. All eyes turned towards her. "What?" she asked.

"Don't you have any thoughts on this?" Rarity pressed. Rainbow rolled her eyes.

"No."

Rarity arched an eyebrow. "Weren't you the one who threatened to break every bone in Trixie's body if she ever made Twilight cry?"

"Yeah, but," Rainbow shuffled her hooves, "it's complicated."

"Well, we gotta do somethin'," Applejack said. "'cuz ah dunno about y'all but ah'm startin' to miss our Twi."

"Why Applejack, I never knew you cared."

Immediately everyone jumped in shock at Twilight Sparkle, standing behind them with a satisfied smirk. But as Applejack landed, she noticed the tired look, the rings under her eyes. "Holy cow, Twi, you look like death warmed over."

Twilight arched an eyebrow. "Thanks."

"Wait a minute," Applejack added, "where's Trixie?"

Twilight smiled as she looked down at the ground—and the sadness in her eyes made Applejack cringe at the feeling of dread creeping up her throat. "Trixie's gone," said Twilight.

Four jaws dropped open. "_Gone?!_" Rarity cried.

"What—_why?!_" Pinkie yelled. "Why on earth would she leave?! I thought you two fixed everything!"

"W-Wait," Fluttershy said, "you saved the world and then you broke up?"

Twilight winced at the sound of Fluttershy's words. "Sounds like a real bummer when you put it that way."

Pinkie almost seemed to deflate like a balloon. "Wow, this is the exact opposite of an occasion for throwing a party."

"W-Why would she leave?!" Applejack exclaimed. "What the hay happened?! Ah thought you two had things worked out!"

"We did," Twilight said, and she looked back up at her friends with a look of resignation, "and I really can't tell you what happened. It's not my place to tell you those things."

Twilight's friends shared an awkward, guilty look. "Of course, darling," Rarity said, "but things seemed to be going so well, and..." She blinked in surprise, and then looked over at Rainbow Dash, standing there awkwardly and trying to look inconspicuous. "Wait a minute, I was expecting a much more animated reaction out of _you_, darling."

"And a lot more threats!" chirped Pinkie.

Rainbow hung her head in defeat. "Well, uh, the night we all got back, I kind of ran into Trixie as she was leaving."

Twilight arched an eyebrow as the other four made numerous responses of shock. "You did?!" cried Applejack. "And...you let her go?"

"Alive?" Fluttershy added quietly.

"What did she say?" Rarity asked.

Rainbow glanced over at Twilight and shrugged. "That she had to," she said. "And...I guess that's all I can really tell you. It was personal."

Twilight smiled. "If it was good enough to keep Rainbow from pulverizing her," she said, "I think it should be good enough for everyone."

Rarity sighed sadly. "Oh, Twilight, you must be so lonely now."

The purple unicorn smiled again—but this time there was no sadness. "I was," she said, "which is why I came to find you girls. And," she looked back up at them, "I think I owe you all an apology. Because I've been so caught up with all this being-in-love and gotta-save-Trixie stuff that I forgot that my own friends were there for me. Even if they couldn't go with me into the biggest challenges."

Pinkie Pie immediately bounced over and threw her arms around Twilight. "Don't be silly!" she chirped. "You fell in love! That entitles anypony to be crazy and silly."

Twilight grinned as her friends descended around her for a much-needed group hug. "Well, broken heart or not," Rarity said soothingly, "we will _always_ be here for you, Twilight."

"And I guess I won't go kill Trixie," Rainbow added reluctantly.

"Wait," Pinkie added, "okay, so Twilight and Trixie breaking up is a pretty lousy reason to throw a party—"

"I didn't say we were breaking up," Twilight piped up.

"—but we're all still friends, and _that_ is like the super duper awesomest bestest reason to throw a party _ever!_" She rocketed out of the group hug, every limb flailing in midair. "_OMIGOSH_ everypony wait here this is really short notice but I will get the _best cake ever!_" And with an indescribable blur of pink, she rocketed off towards Sugarcube Corner.

Applejack looked back towards Twilight. The sadness was still in her eyes, but it was fading—and so did the dread in Applejack's heart. She had no idea what happened between Twilight and Trixie, and maybe she never would. But if her friend could still find happiness, then that would be worth it.

And probably reason enough not to go crush Trixie...because, truth be told, Trixie probably didn't really deserve it either.

—

A Pinkie Pie party was probably just what she needed, and Twilight Sparkle slowly made her way back to the library as night fell with a belly full of cupcakes and pie and cake and other sugary substances. And it was good to just enjoy the company of her friends again, without worrying about having to moderate fights between them and Trixie—and without them fretting over her sharing her house with a pony that was also intermittently possessed by a snarling demon of darkness and hatred. She owed that to them, and much more. Even at the most dire points, they had never gone behind her back. And that was how she knew just how important they were.

As she plodded up the stairs and rather regretted that last piece of angel cake, she deposited a soundly sleeping Spike in his basket, and drew the blanket over him. She had owed him an outing like this too, and more—and it only began with him watching the library for most of the day. More than ever, she could scarcely imagine how she could get on without him.

She glanced over at her desk, and the piles of books and papers surrounding it. If she weren't so tired and full of food, it would have bothered her to her workspace in such frightening disarray. And indeed, Trixie and the Nightmares had taken their toll on her work. She was far behind. The Princess had given her many assignments, and her research had fallen drastically off schedule.

But that could wait until tomorrow. Anyway, it would have no choice but to wait until tomorrow, as Twilight trudged over to her bed.

She paused and glanced out the window, into the sparkling stars in the night sky. She had her friends, she had her home, she had her mentors and family...but somewhere out there was Trixie, the mare into whom she'd poured her heart and soul, for reasons she still didn't quite understand. And for all that, love was still as mysterious to her as it had been on that fateful night she'd strolled into the Everfree Forest.

Twilight paused. That wasn't quite true; there was much about love that she understood all too well now. Perhaps the real mystery was her specific relationship, and some part of her itched to figure it out.

The other part, though, had a more important question. Twilight walked over to the window and gazed out over the dark roads of Ponyville. That was a more important question...but somehow, someday, she would have her answer.

—


	22. Chapter 22: I'll Be Coming Home

Nightmares

—

Chapter 22: I'll Be Coming Home

—

Spike hated the cold. It wasn't hard to see why, really; anything related to reptiles wasn't going to enjoy a drop in temperatures. A dragon, even a baby dragon, had a much easier time withstanding winter than a lizard or a snake, but that didn't mean Spike couldn't—or wouldn't—complain endlessly about the cold. And as the days shrank, the trees turned golden and red, and the temperature began to drop in the days of late fall, that meant Spike had a whole lot of complaining to get started on.

Of course, Ponyville had work to do, freezing baby dragons or not. There were leaves to run, crops to harvest, orders to fill, and the whole town had to settle the accounts of spring and summer before the snow came and the land renewed itself for a few months under frozen skies. And there was work for Spike to do, too.

He made his way down the leaf-strewn streets of town, a dragon with a purpose. Fall was pretty, even if it was winter's warning shot, but it was also a time of urgency. Stuff had to get done before the snows came. The weather team was busy putting together the winter storms that would bring the cold, and in the meantime, everyone else was busy with work of their own.

Spike glanced down at a hill beneath the clouds, where Rainbow Dash was hovering over another pony. The blue pegasus on the ground, surrounded with papers and charts and her wings still bandaged up and healing, had been sent from the Royal Guard's custody to Ponyville. "Community service," Princess Celestia had called it. Either way, the pegasus named Whiplash was stuck under Rainbow Dash's supervision—and RD was a ruthless taskmaster. Rarity had asked her why once; it turned out that Rainbow's trust, once lost, was difficult to regain. But no one could say that Whiplash wasn't trying to regain it.

Spike waved to Rainbow Dash; she waved back, said something to Whiplash, and then rocketed off towards the town square. Spike grinned at the sight. Everything was coming together perfectly.

It had taken a lot of subterfuge, to use one of those cool big words Twilight used sometimes, to get this whole thing going. He'd never actually been sneaky about using the magical enchanted link to Canterlot before. He'd also never had to cough up letters from Princess Celestia quietly, which was an interesting skill he now possessed. But it was all going to work out.

After all, not everyone always gave Spike the credit he deserved. He wasn't totally clueless. He could pick up on lots of things. And he'd noticed, for the past few months, that Twilight Sparkle was kind of out of sorts. She wasn't miserable—except for that time when the Cutie Mark Crusaders had managed to get some poison joke up into the rain clouds somehow, but then _everyone_ had been miserable—but there was something missing, a piece of the puzzle that wasn't fitting into place. And Spike wasn't stupid. He knew exactly what that was.

And, not being stupid, Spike knew that this was sort of a risk. But it was a risk worth taking. Making Twilight happy was worth it—and, really, what were the odds that this wouldn't work? Thus it was that Spike went back into the library and tried to drag Twilight out for what he called a walk.

Twilight stared at him skeptically. "Spike, I'm still behind on my studying."

"But it's a nice day out! And winter's gonna start soon and then we're gonna have to stay indoors all day, and we'll look back and say, 'gosh, I sure wish we'd taken more walks before all the snows had come,' and then you'll be sorry!"

Twilight blinked. "Since when did you care about—" She paused and then a sly grin spread across her lips. "Oh, I get it. You just want an excuse to go see Rarity."

Spike blushed. Technically that was kind of true in a sense but right now it was only secondary! Ancillary, even! "Well...fine, yeah, so what?"

Twilight arched an eyebrow. "Well, I suppose a break wouldn't hurt. And I guess we need to let your inner Romeo out every once in a while."

"That's the spirit! Come on."

—

Ridiculously poorly-concealed crush on Rarity or not, Twilight Sparkle could always tell when Spike wanted something and wasn't willing to come right out and say it. And today he apparently wanted something somewhere in town. Probably he saw some huge piece of chalcedony or something—he'd developed quite the taste for quartzes recently—and this was an elaborate plan to con her into buying it. But that was alright. She would play along for a while and then deliver the finishing blow with a stunning lecture on the importance of needs versus wants.

They headed down the street together, winding towards middle of Ponyville. Twilight frowned in surprise at the sight of a small crowd starting to form in the square, around one of the staircases leading up into the town hall.

"What's going on there?" she asked.

Spike shrugged. "Let's go check it out."

Twilight made her way closer. "Is the mayor giving a speech or some—"

She jumped in surprise at the sound of an explosion—and in the air above the square erupted a dazzling display of fireworks. The ponies in the square cooed appreciatively as glittering light fluttered down over them.

"_Come one, come all,_" cried a voice—a voice that made Twilight freeze in disbelief, "_and feast your eyes upon the magical marvels and arcane talents of the Great and Powerful Trixie!_"

"N-No way," Twilight whispered. She looked down for Spike—but he was nowhere to be seen. And instead, up there at the head of the crowd, standing on the staircase with her cape billowing behind her, was none other than Trixie.

Twilight's jaw fell open. She would have recognized that confident grin and those dazzling violet eyes anywhere. There was no wagon, no stage, just Trixie, her magic, and a duly impressed crowd—but as the fireworks faded away, so too did the crowd's eager faces, as they began to remember just who the Great and Powerful Trixie was.

"Yes, it is I, traveling showmare extraordinaire," Trixie said with a bombastic sweep of her cape, "and Trixie must confess it's a bit strange to be back here in Ponyville. I'm sure, after all, that I need no introduction to the likes of you! It turns out my illustrious self has something of a history in this humble little hamlet. However!" She doffed her hat and bowed her head. "The Great and Powerful Trixie is as modest as she is magnificent," Twilight blinked in shock as she made no effort to acknowledge the giggles in the audience, "and is willing to let bygones be bygones! After all," she shrugged and tossed her hat back onto her head, "let's be honest, an Ursa Minor rampage is pretty much just Tuesday for this place."

"Yeah," someone muttered, "that's probably true."

"Glad to hear it!" Trixie thundered. "Now, my monumental mastery of the mystical arts promises you quite a show today, but we have a bit of housekeeping to take care of first. You see, winter is fast approaching and as Trixie can tell you, trudging around in the snow as a traveling showmare is no fun, no fun at all. And so I announce that I am ending this year's touring season here, in Ponyville!"  
Twilight's jaw dropped again and now her brain seemed to trip over itself. Trixie was back in Ponyville? _Staying_ back in Ponyville? Was this a dream? Was Spike about to come wake her up and ruin everything?

"Of course, you may ask yourself, 'why have you chosen to spend the winter in Ponyville, O Great and Powerful Trixie?' And the answer, as it always seems to be, is simplicity itself. You see, yours truly must humbly confess to a bit of unfinished business here, and there's no season like winter to get that sort of thing done."

Twilight felt her heart speed up. There was only one thing _that_ could mean, but what—

"Now then!" Trixie went on, and the sky began to flicker with tendrils of pink light. "I've told this story all over Equestria, from Los Pegasus to Manehattan, from Vanhoover to Appleloosa. It's a story you fine folks should recognize in all its parts and in its entire cast. And while I can't guarantee that every word is completely one hundred percent true, I _can_ promise you something true in its soul—and a rollicking good time, too!"

"We'll see," snorted someone at Twilight's side. She whipped around to find Rainbow Dash there with a skeptical look on her face. "Oh, hey Twi."

"Wha—what's going on?" Twilight squeaked.

"Looks like your marefriend came back, is what's goin' on," said another voice, and Twilight turned again to find Applejack on her other side, with a knowing smile. "Ain't ya gonna go say howdy?"

"I-I—"

"Oh, give her a moment, darling," chuckled Rarity's voice, and Twilight turned a third time, to find the elegant unicorn behind her—with a bouncing Pinkie Pie, a smiling Fluttershy, and a triumphant-looking Spike in tow.

"We are on the cusp of the most spectacular 'Twilight's girlfriend is back from weird inexplicable self-imposed exile' party in the _history of_—"

Rainbow promptly shoved a hoof in Pinkie's mouth. "I dunno about you," she said, "but _I_ wanna hear the story."

Twilight looked around between them all, utterly lost. Spike rolled his eyes and turned her back towards the impromptu stage, and the swirling light overhead. The lights began to wink out, one by one—and in their stead rose the familiar dark shapes of the Everfree Forest, its gnarled branches reaching out over the quickly hushed crowd.

"Now," Trixie intoned, as glowing yellow eyes appeared in the darkness and glowered at the shivering crowd, "this is a story about ancient conspiracies, about dark emotions, and about evil villains. But," her eyes scanned over the crowd, and Twilight felt her heart stop as Trixie's gaze seemed to settle on her, "it's also a story about love. About how you can find it in the weirdest places. And," her horn lit up, and a ghostly image of the familiar Nightmare Storm began to coalesce behind her, "about how powerful it can be..."

—

It was another hour before Trixie's tale came to an end. Twilight's ability to function mentally had returned shortly before the story began, and for the most part Trixie's rendition of the tale appeared to be reasonably accurate—although Twilight didn't exactly recall riding a quarray eel to safety in the collapsing caverns of Canterlot. And those skeletons seemed a little bigger and nastier in Trixie's telling than they seemed to be in Twilight's memory. And Trixie hadn't exactly been _that_ swashbuckling...

Interspersed with magic tricks and the illustrated story in the air, Trixie wound the tale to a climactic conclusion, as the two unicorns descended into the darkness of dreams to confront their mutual nemesis. Twilight watched with a hint of a smile as the blue magician found a different way to end the story than the way theirs actually had. That was too personal—and besides, a big telekinetic fight worked just as well.

"And that, fillies and gentlecolts," Trixie concluded with a flourish, "is how our story ends."

The crowd erupted into cheers and applause, and Twilight let out a little sigh of relief as Trixie doffed her hat and took an elegant bow. That, at least, was one good thing about Ponyville: they didn't really hold grudges.

At Twilight's side, Rainbow Dash arched a skeptical eyebrow. "Did she _really_ defeat a manticore with her bare hooves?"

"No," Twilight said, "that was probably dramatic license."

"I dare say she's got a right to take some liberties in the service of a more exciting tale," Rarity huffed. "Although the part with the swarm of fire-bats did strain my suspension of disbelief just a little."

"An' the part with the basilisk," Applejack added.

"And the part with the rampaging dragon skeleton!" Pinkie chirped.

"Hey, that part actually happened—" Twilight began to protest.

Fluttershy stirred. "But you didn't summon an army of vengeful spirits to tear the dragon apart bone by bone, did you?"

"...well, no." She shrugged. "Like I said. Dramatic license. The important stuff was all there."

"For the first time, in fact."

Twilight whipped around so fast that Spike flew off her back, and there she found the Great and Powerful Trixie with an amused smile—and that was all it took to send Twilight racing over to her, to throw her forelegs around the blue unicorn and kiss her.

"Well," Trixie said with a smirk, "that's one way to be welcomed back."

"You...you're really staying here?" Twilight asked. "You're really back—"

"We'll talk about that later, bookworm," Trixie interrupted—and a moment later a storm of confetti came sweeping down from the heavens and Pinkie Pie bounced into the sky.

"_Trixie's back!_" cried Pinkie, and she landed with a mile-wide grin and dragged the two unicorns into a bone-crushing hug. "Now Twilight can stop being mopey-dopey!"

Trixie arched an eyebrow. "Mopey?"

Twilight's ears went flat. "A little. At first."

"And thank _goodness_ you're staying here for the winter," Rarity added. "Marching around in the snow this winter will be simply dreadful. Right, Rainbow Dash?"

"Yeah," Rainbow said with a shrug, "we're supposed to make it really blustery and snowy this year."

"Guess the two of you will just have to cuddle in the library with hot chocolate and apple pie for three months, huh?" added Applejack, with a knowing grin. "Sounds awful." A look of horror flashed across Pinkie's face. "Um, except for a party every so often, of course!" Applejack hastily amended, and the giddy look returned on Pinkie's face.

Fluttershy simply smiled warmly and said, "Welcome back, Trixie. We missed you."

"Speaking of which," Pinkie interjected, and reluctantly released Trixie and Twilight from her grip, "I think it's about time for—"

"A party?" Twilight interrupted.

"_A party!_" Pinkie cried. "Come on!"

She took off in a blur of pink towards Sugarcube Corner, and the rest of Twilight's friends set off after her. Twilight paused for a moment as she lifted an uncharacteristically quiet Spike back onto her back.

"You guys all knew she was coming back, didn't you?" she asked.

Spike smiled sheepishly. "Well, um, you could say that..."

"It was his idea," Trixie said with a wave of her hoof. "He sent me a letter about how winter was going to be awful this year and how I ought to think about hunkering down somewhere." She arched an eyebrow at him. "Persuasive little guy."

"Not that it took much in the way of persuasion," Spike added. He fidgeted for a moment. "Just...don't be all dumb and mushy and gross all the time, okay? I still live there too."

Twilight swept Spike up in a hug. "I'll see what I can do."

"Seriously, if you two start baby-talking all the time, I will burn the library down no matter how cold it gets outside."

"Of course you will," Trixie said with a patronizing pat on the head.

Twilight glanced down the street, in the direction of Sugarcube Corner. "I suppose we'd better go find Pinkie Pie, huh?"

"As long as I can put my saddlebags down first," Trixie piped up. "Spike, why don't you go ahead and tell them we'll be a few minutes?"

Spike glanced between the two of them for a moment, and then nodded and ambled off. Trixie cracked a smirk. "So I guess this means your friends are okay with me after all." Her smirk faded. "Or they're insane."

"It's not an either/or," Twilight mumbled.

Together they went back to the library, and found that Spike and Twilight's friends had steered clear. Instead they headed upstairs, to the familiar room where Trixie had spent her convalescence. She tossed her saddlebags at the end of her old bed. "I was serious about everything I said up there," Trixie began. "I'm staying the winter in Ponyville."

"So...you're really back?"

"Of course I am."

Twilight was motionless for a moment—and then she flung herself into Trixie's embrace and kissed her with every ounce of loneliness and despair that had welled up in her the past few months. Trixie blinked in surprise as the purple unicorn pulled away with tears in her eyes. "You came back to me," she whispered. "What...what changed your mind?"

Trixie looked away awkwardly. "I really have been telling that story all over Equestria," she said. "Oh, by the way, if someone asks you about the time we defeated a basilisk and then made out on top of a mountain, just smile and nod and pretend you know what they're talking about."

"What?"

"Dramatic license."

Twilight blinked. "Okay...but..."

"But back to your question," Trixie said, "I told the story and a little foal pointed out at the very end that we saved the world and then we pretty much broke up, and that was kind of stupid. And I realized eventually that she was right."

"We broke up?"

"Well, yes, pretty much. But I kept thinking about it, and about us, and," she fidgeted, "this is going to be really hard for me to say..."

Twilight pulled Trixie close again. "You don't have to—"

"Yes I do." She took out a deep breath and let it out slowly. "I...I realized that I was...scared, of the way you loved me, and how serious it was. And I left and I thought it would be all okay. But," she scratched the back of her head, "I've had admirers and flings before, but no one has ever loved me the way you do—giving up your own happiness to ensure mine."

Twilight frowned. "I-I was happy—"

"That's not what your friends said," Trixie interrupted. "And..." She shuffled her hooves awkwardly. "Jeez, this is harder than I thought." But before Twilight could say anything, she put a hoof over the purple unicorn's mouth. "But the more I went around telling this story, the more I realized that somewhere inside me, there's still that scared filly who wants to be loved. The one that I didn't want to be there. But if that's the case," she sighed, "I guess it's pretty stupid to go running away from the one pony who really loves me, huh." She smiled and nuzzled Twilight. "So I'm here for the winter."

"Just the winter?"

"I'm getting back on the road when the touring season starts up again." Trixie smirked. "Gotta be me, y'know."

"B-But...you're gonna leave—"

Trixie put her hoof over Twilight's mouth again. "No," she said. "I went around Equestria thinking there would be nothing to tie me to one place, but I guess that's not really true. I'm spending my winters here. With you."

Twilight blinked. "But...how will that work?"

"We'll figure it out as we go. Put that 'School for Gifted Unicorns' education of yours to work, eh?" She shrugged. "This is what I am, Twilight. I go around the country putting on shows so ponies will love me—and I know there's one that loves me more than anyone else." Trixie frowned. "Isn't that who you said you love?"

Twilight wiped the tears from her eyes and threw her forelegs around the blue unicorn. "You had to ask?"

She savored the feeling of closeness and warmth that had been missing for all these months. And in that moment, nothing else mattered.

—

It turned out that marching all over Equestria was actually pretty exhausting, and the chaos and merriment of a Pinkie Pie party was no help either. And so, stuffed full of cake and pie and punch and thoroughly worn out, Trixie had pretty much immediately gone to sleep in Twilight's bed.

Twilight was perfectly happy with that. She was perfectly happy with everything right now. Trixie was curled up comfortably against her side, sound asleep, and Twilight put her head down on the sheets and enjoyed the feeling of her even breaths. A whole winter together. Maybe even more. Maybe Twilight could go with Trixie on a leg of her tours or something. Maybe Trixie could stay in Ponyville a bit longer and refine her magic, and put on ever more dazzling shows. Maybe this, maybe that...

And maybe this was really what Shining Armor and Princess Cadence had, and what Princess Celestia had meant when she'd promised Twilight that these feelings would bring her happiness. She looked over at Trixie and never ceased to feel amazed at how strong her feelings were. No wonder the Changeling Queen had been overwhelmed by Shining Armor and Cadence.

Twilight kissed Trixie's forehead, and then levitated over a pen and parchment. A few weeks ago, Princess Celestia had asked for a report on what Twilight had learned from this all—about the bond with her friends, about the nature of love, about the magic that ran through it all...when she was ready, of course. And the ache was still too raw to write about. But now the pain was gone, now her friends were with her, now the one she loved was by her side, and now she knew what it meant to be in love.

And the princess was waiting. Twilight turned towards the parchment.

_ Dear Princess Celestia..._

—

End


End file.
